Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Mar. 31, 2018 | Jun. 26, 2018 | Sep. 30, 2017 | |
Document And Entity Information | |||
Entity Registrant Name | Freedom Holding Corp. | ||
Entity Central Index Key | 924,805 | ||
Document Type | 10-K | ||
Document Period End Date | Mar. 31, 2018 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --03-31 | ||
Is Entity a Well-known Seasoned Issuer? | No | ||
Is Entity a Voluntary Filer? | No | ||
Is Entity's Reporting Status Current? | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $ 4,410,642 | ||
Entity Common Stock, Shares Outstanding | 58,033,212 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,018 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (AUDITED) - USD ($) $ in Thousands | Mar. 31, 2018 | Mar. 31, 2017 | ||
ASSETS | ||||
Cash and cash equivalents | $ 64,531 | |||
Restricted cash | 13,671 | |||
Trading securities | 212,319 | |||
Available-for-sale securities, at fair value | 2 | |||
Brokerage and other receivables, net | 21,109 | |||
Loans issued | 8,754 | |||
Deferred tax assets | 1,046 | |||
Fixed assets, net | 2,362 | |||
Goodwill | 1,798 | |||
Other assets, net | 4,494 | |||
TOTAL ASSETS | 330,086 | |||
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||
Securities sold, not yet purchased - at fair value | 1,135 | |||
Derivative liability | 0 | |||
Loans received | 7,143 | |||
Debt securities issued | 10,840 | |||
Customer liabilities | 21,855 | |||
Current income tax liability | 0 | |||
Trade payables | 8,998 | |||
Deferred distribution payments | 8,534 | |||
Securities repurchase agreement obligation | 154,775 | |||
Deferred income tax liabilities | 387 | |||
Other liabilities | 1,319 | |||
TOTAL LIABILITIES | 214,986 | |||
Commitments and Contingencies (Note 29) | ||||
STOCKHOLDERS’ EQUITY | ||||
Preferred stock - $0.001 par value; 20,000,000 shares authorized, no shares issued or outstanding | 0 | |||
Common stock - $0.001 par value; 500,000,000 shares authorized; 58,033,212 and 11,213,926 shares issued and outstanding as of March 31, 2018 and 2017, respectively | 58 | |||
Additional paid in capital | 87,049 | |||
Retained earnings | 35,387 | |||
Accumulated other comprehensive loss | (7,394) | |||
TOTAL STOCKHOLDERS’ EQUITY | 115,100 | $ 43,887 | [1] | |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ 330,086 | |||
(Recast) | ||||
ASSETS | ||||
Cash and cash equivalents | [1] | 22,616 | ||
Restricted cash | [1] | 12,749 | ||
Trading securities | [1] | 81,575 | ||
Available-for-sale securities, at fair value | [1] | 2 | ||
Brokerage and other receivables, net | [1] | 481 | ||
Loans issued | [1] | 65 | ||
Deferred tax assets | [1] | 1,026 | ||
Fixed assets, net | [1] | 1,096 | ||
Goodwill | [1] | 981 | ||
Other assets, net | [1] | 772 | ||
TOTAL ASSETS | [1] | 121,363 | ||
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||
Securities sold, not yet purchased - at fair value | [1] | 0 | ||
Derivative liability | [1] | 495 | ||
Loans received | [1] | 2 | ||
Debt securities issued | [1] | 3,459 | ||
Customer liabilities | [1] | 7,635 | ||
Current income tax liability | [1] | 149 | ||
Trade payables | [1] | 540 | ||
Deferred distribution payments | [1] | 8,534 | ||
Securities repurchase agreement obligation | [1] | 56,289 | ||
Deferred income tax liabilities | [1] | 0 | ||
Other liabilities | [1] | 373 | ||
TOTAL LIABILITIES | [1] | 77,476 | ||
Commitments and Contingencies (Note 29) | [1] | |||
STOCKHOLDERS’ EQUITY | ||||
Preferred stock - $0.001 par value; 20,000,000 shares authorized, no shares issued or outstanding | [1] | 0 | ||
Common stock - $0.001 par value; 500,000,000 shares authorized; 58,033,212 and 11,213,926 shares issued and outstanding as of March 31, 2018 and 2017, respectively | [1] | 11 | ||
Additional paid in capital | [1] | 34,659 | ||
Retained earnings | [1] | 16,154 | ||
Accumulated other comprehensive loss | [1] | (6,937) | ||
TOTAL STOCKHOLDERS’ EQUITY | [1] | 43,887 | ||
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | [1] | $ 121,363 | ||
[1] | See Notes 1 and 3 for information regarding recast amounts and basis of financial statement presentation. |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (AUDITED) (Parenthetical) - $ / shares | Mar. 31, 2018 | Mar. 31, 2017 | |
SHAREHOLDERS' EQUITY | |||
Preferred stock, par value | $ 0.001 | $ 0.001 | [1] |
Preferred stock, authorized shares | 20,000,000 | 20,000,000 | [1] |
Preferred stock, issued shares | 0 | 0 | |
Preferred stock, outstanding shares | 0 | 0 | |
Common stock, par value | $ 0.001 | $ 0.001 | [1] |
Common stock, authorized shares | 500,000,000 | 500,000,000 | [1] |
Common stock, issued shares | 58,033,212 | 11,213,926 | [1] |
Common stock, outstanding shares | 58,033,212 | 11,213,926 | [1] |
[1] | See Notes 1 and 3 for information regarding recast amounts and basis of financial statement presentation. |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS OF OTHER COMPREHENSIVE INCOME (Unaudited) - USD ($) $ in Thousands | 12 Months Ended | |||
Mar. 31, 2018 | Mar. 31, 2017 | |||
Revenue: | ||||
Fee and commission income | $ 10,796 | |||
Net gain on trading securities | 33,746 | |||
Interest income | 8,184 | |||
Net gain on derivatives | 643 | |||
Net realized gain on investments available for sale | 0 | |||
Net gain on sale of fixed assets | 5 | |||
Net gain on foreign exchange operations | 1,850 | |||
TOTAL REVENUE, NET | 55,224 | |||
Expense: | ||||
Interest expense | 14,244 | |||
Fee and commission expense | 2,066 | |||
Operating expense | 18,927 | |||
Other expense, net | 275 | |||
TOTAL EXPENSE | 35,512 | |||
NET INCOME BEFORE INCOME TAX | 19,712 | |||
Income tax (expense)/benefit | (479) | |||
NET INCOME BEFORE NONCONTROLLING INTERESTS | 19,233 | $ 6,296 | [1] | |
Less: Net income attributable to noncontrolling interest in subsidiary | 0 | |||
NET INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS | 19,233 | |||
OTHER COMPREHENSIVE INCOME | ||||
Change in unrealized gain on investments available-for-sale, net of tax effect | 0 | |||
Reclassification adjustment relating to available-for-sale investments disposed of in the period, net of tax effect | 0 | |||
Foreign currency translation adjustments, net of tax | (457) | |||
COMPREHENSIVE INCOME BEFORE NONCONTROLLING INTERESTS | 18,776 | |||
Less: Comprehensive income attributable to noncontrolling interest in subsidiary | 0 | |||
COMPREHENSIVE INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS | $ 18,776 | |||
BASIC NET INCOME PER COMMON SHARE | $ 0.58 | |||
DILUTED NET INCOME PER COMMON SHARE | $ 0.58 | |||
Weighted average number of shares (basic) | 33,249,013 | |||
Weighted average number of shares (diluted) | 33,393,877 | |||
(Recast) | ||||
Revenue: | ||||
Fee and commission income | [1] | 4,090 | ||
Net gain on trading securities | [1] | 10,806 | ||
Interest income | [1] | 2,006 | ||
Net gain on derivatives | [1] | 1,905 | ||
Net realized gain on investments available for sale | 276 | |||
Net gain on sale of fixed assets | [1] | 29 | ||
Net gain on foreign exchange operations | 274 | |||
TOTAL REVENUE, NET | [1] | 19,386 | ||
Expense: | ||||
Interest expense | [1] | 3,807 | ||
Fee and commission expense | [1] | 346 | ||
Operating expense | [1] | 9,251 | ||
Other expense, net | [1] | 210 | ||
TOTAL EXPENSE | [1] | 13,614 | ||
NET INCOME BEFORE INCOME TAX | [1] | 5,772 | ||
Income tax (expense)/benefit | [1] | 524 | ||
NET INCOME BEFORE NONCONTROLLING INTERESTS | [1] | 6,296 | ||
Less: Net income attributable to noncontrolling interest in subsidiary | [1] | 9 | ||
NET INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS | [1] | 6,287 | ||
OTHER COMPREHENSIVE INCOME | ||||
Change in unrealized gain on investments available-for-sale, net of tax effect | [1] | 7 | ||
Reclassification adjustment relating to available-for-sale investments disposed of in the period, net of tax effect | [1] | (276) | ||
Foreign currency translation adjustments, net of tax | 4,465 | |||
COMPREHENSIVE INCOME BEFORE NONCONTROLLING INTERESTS | [1] | 10,492 | ||
Less: Comprehensive income attributable to noncontrolling interest in subsidiary | [1] | 9 | ||
COMPREHENSIVE INCOME ATTRIBUTABLE TO COMMON SHAREHOLDERS | [1] | $ 10,483 | ||
BASIC NET INCOME PER COMMON SHARE | [1] | $ 0.56 | ||
DILUTED NET INCOME PER COMMON SHARE | [1] | $ 0.56 | ||
Weighted average number of shares (basic) | [1] | 11,213,926 | ||
Weighted average number of shares (diluted) | [1] | 11,213,926 | ||
[1] | See Notes 1 and 3 for information regarding recast amounts and basis of financial statement presentation. |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY - USD ($) $ in Thousands | Common Stock | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive Loss | Non-Controlling Interest | Total | |
Beginning balance, shares at Mar. 31, 2016 | [1] | 11,213,926 | |||||
Beginning balance, amount at Mar. 31, 2016 | [1] | $ 11 | $ 23,937 | $ 9,803 | $ (11,166) | $ 2,826 | $ 25,411 |
Capital contributions | [1] | 10,722 | 10,722 | ||||
Acquisition of FFIN Bank | [1] | 64 | (2,835) | (2,771) | |||
Translation difference | [1] | 4,498 | 4,498 | ||||
Available-for-sale securities revaluation | [1] | (269) | (269) | ||||
Net income | [1] | 6,287 | 9 | 6,296 | |||
Ending balance, shares at Mar. 31, 2017 | [1] | 11,213,926 | |||||
Beginning balance, amount at Mar. 31, 2017 | [1] | $ 11 | 34,659 | 16,154 | (6,937) | 0 | 43,887 |
Capital contributions | 8,594 | 8,594 | |||||
Issuance of shares of common stock in the private placement, shares | 9,108,279 | ||||||
Issuance of shares of common stock in the private placement, amount | $ 9 | 40,435 | 40,444 | ||||
Acquisition of Freedom RU, shares | 20,665,023 | ||||||
Acquisition of Freedom RU, amount | $ 21 | (21) | 0 | ||||
Acquisition of Freedom UA, shares | 387,700 | ||||||
Acquisition of Freedom UA, amount | $ 0 | 1,485 | 1,485 | ||||
Acquisition of Freedom CY, shares | 12,758,011 | ||||||
Acquisition of Freedom CY, amount | $ 13 | (13) | 0 | ||||
Stock based compensation, shares | 3,900,000 | ||||||
Stock based compensation, amount | $ 4 | 1,617 | 1,621 | ||||
Debt forgiveness by shareholder | 293 | 293 | |||||
Fractional shares from reverse stock split, shares | 273 | ||||||
Fractional shares from reverse stock split, amount | $ 0 | 0 | |||||
Translation difference | (457) | (457) | |||||
Net income | 19,233 | 19,233 | |||||
Ending balance, shares at Mar. 31, 2018 | 58,033,212 | ||||||
Beginning balance, amount at Mar. 31, 2018 | $ 58 | $ 87,049 | $ 35,387 | $ (7,394) | $ 0 | $ 115,100 | |
[1] | See Notes 1 and 3 for information regarding recast amounts and basis of financial statement presentation. |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | ||
Cash Flows From Operating Activities | |||
Net income | $ 19,233 | ||
Adjustments to reconcile net income (used in)/from operating activities: | |||
Depreciation and amortization | 233 | ||
Gain on sale of fixed assets | 0 | ||
Change in deferred taxes | 347 | ||
Stock compensation expense | 1,621 | ||
Unrealized gain on trading securities | (16,432) | ||
Net change in accrued interest | 16 | ||
Net gain on derivative | 0 | ||
Changes in operating assets and liabilities: | |||
Derivative liability | (482) | ||
Trading securities | (113,439) | ||
Brokerage and other receivables, net | (19,669) | ||
Loans issued | (8,627) | ||
Other assets, net | (3,674) | ||
Securities sold, but not yet purchased – at fair value | 1,135 | ||
Customer liabilities | 13,225 | ||
Current income tax liability | (145) | ||
Trade payables | 8,762 | ||
Securities repurchase agreement obligation | 97,759 | ||
Other liabilities | 946 | ||
Net cash flows (used)/from operating activities | (19,191) | ||
Cash Flows From Investing Activities | |||
Purchase of fixed assets | (1,980) | ||
Acquisition of Freedom UA, net of cash received | 432 | ||
Proceeds from sale of fixed assets | 679 | ||
Acquisition of FFIN Bank | 0 | ||
Proceeds on sale of investments available-for-sale | 0 | ||
Net cash flows used in investing activities | (869) | ||
Cash Flows From Financing Activities | |||
Proceeds from issuance of debt securities | 11,933 | ||
Repurchase of debt securities | (3,319) | ||
Proceeds from private placements | 40,444 | ||
Capital contributions | 8,594 | ||
Proceeds from loans received | 7,127 | ||
Repayment of loans received | (2) | ||
Net cash flows from financing activities | 64,777 | ||
Effect of changes in foreign exchange rates on cash and cash equivalents | (1,880) | ||
NET CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH | 42,837 | ||
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, BEGINNING OF PERIOD | 35,365 | ||
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, END OF PERIOD | 78,202 | $ 35,365 | |
Supplemental disclosure of cash flow information: | |||
Cash paid for interest | (13,102) | ||
Income tax paid | (536) | ||
Non-cash investing and financing activities: | |||
Common stock issued for acquisition of Freedom UA | 1,485 | ||
Assets received from acquisition of Freedom UA | 1,652 | ||
Liabilities assumed from acquisition of Freedom UA | 999 | ||
Debt forgiveness by shareholder in Freedom CY | 293 | ||
(Recast) | |||
Cash Flows From Operating Activities | |||
Net income | [1] | 6,296 | |
Adjustments to reconcile net income (used in)/from operating activities: | |||
Depreciation and amortization | [1] | 199 | |
Gain on sale of fixed assets | [1] | (29) | |
Change in deferred taxes | [1] | (1,075) | |
Stock compensation expense | [1] | 0 | |
Unrealized gain on trading securities | [1] | (5,484) | |
Net change in accrued interest | 0 | ||
Net gain on derivative | [1] | (1,905) | |
Changes in operating assets and liabilities: | |||
Derivative liability | [1] | 2,346 | |
Trading securities | [1] | (38,686) | |
Brokerage and other receivables, net | [1] | (45) | |
Loans issued | [1] | 28 | |
Other assets, net | [1] | 82 | |
Securities sold, but not yet purchased – at fair value | [1] | 0 | |
Customer liabilities | [1] | 4,168 | |
Current income tax liability | [1] | 236 | |
Trade payables | [1] | 8 | |
Securities repurchase agreement obligation | [1] | 38,620 | |
Other liabilities | [1] | 43 | |
Net cash flows (used)/from operating activities | [1] | 4,802 | |
Cash Flows From Investing Activities | |||
Purchase of fixed assets | [1] | (112) | |
Acquisition of Freedom UA, net of cash received | [1] | 0 | |
Proceeds from sale of fixed assets | [1] | 38 | |
Acquisition of FFIN Bank | [1] | (2,771) | |
Proceeds on sale of investments available-for-sale | [1] | 144 | |
Net cash flows used in investing activities | [1] | (2,701) | |
Cash Flows From Financing Activities | |||
Proceeds from issuance of debt securities | 8,612 | ||
Repurchase of debt securities | [1] | (5,524) | |
Proceeds from private placements | [1] | 0 | |
Capital contributions | [1] | 8,679 | |
Proceeds from loans received | [1] | 0 | |
Repayment of loans received | [1] | (1) | |
Net cash flows from financing activities | [1] | 11,766 | |
Effect of changes in foreign exchange rates on cash and cash equivalents | [1] | 2,118 | |
NET CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH | [1] | 15,985 | |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, BEGINNING OF PERIOD | [1] | $ 35,365 | 19,380 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, END OF PERIOD | [1] | 35,365 | |
Supplemental disclosure of cash flow information: | |||
Cash paid for interest | [1] | (3,724) | |
Income tax paid | [1] | (356) | |
Non-cash investing and financing activities: | |||
Common stock issued for acquisition of Freedom UA | [1] | 0 | |
Assets received from acquisition of Freedom UA | [1] | 0 | |
Liabilities assumed from acquisition of Freedom UA | [1] | 0 | |
Debt forgiveness by shareholder in Freedom CY | [1] | $ 0 | |
[1] | See Notes 1 and 3 for information regarding recast amounts and basis of financial statement presentation. |
1. Description of Business
1. Description of Business | 12 Months Ended |
Mar. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | Overview Freedom Holding Corp. (the “Company” or “FRHC”) is corporation organized in the United States under the laws of the State of Nevada that owns several operating subsidiaries that engage in a broad range of activities in the securities industry, including retail securities brokerage, research, investment counseling, securities trading, market making, corporate investment banking and underwriting services in Central Asia. The Company is headquartered in Almaty, Kazakhstan, with supporting administrative office locations in Russia, Cyprus and the United States. The Company owns directly, or through subsidiaries, the following companies: LLC Investment Company Freedom Finance, a Moscow, Russia-based securities broker-dealer (“Freedom RU”); FFIN Bank, a Moscow, Russia-based bank (“FFIN Bank”); JSC Freedom Finance, an Almaty, Kazakhstan-based securities broker-dealer (“Freedom KZ”); FFINEU Investments Limited, a Limassol, Cyprus-based broker-dealer (“Freedom CY”); LLC Freedom Finance Ukraine, a Kiev, Ukraine-based broker-dealer (“Freedom UA”); LLC Freedom Finance Uzbekistan, a Tashkent, Uzbekistan-based broker-dealer (“Freedom UZ”); and FFIN Securities, Inc., a Nevada corporation (“FFIN”). The Company’s subsidiaries are professional participants on the Kazakhstan Stock Exchange (KASE), Moscow Exchange (MOEX), Saint-Petersburg Exchange (SPB), the Ukrainian Exchange, and the Republican Stock Exchange of Tashkent (UZSE). Freedom CY serves to provide the Company’s clients with operations support and access to the investment opportunities, relative stability, and integrity of the U.S. and European securities markets, which under the regulatory regimes of many jurisdictions where the Company operates do not currently allow investors direct access to international securities markets. In November 2015, the Company entered into a Share Exchange and Acquisition Agreement with Timur Turlov to acquire FFIN, Freedom RU and Freedom CY. The acquisition of FFIN closed in November 2015. In June 2017, the Company closed the acquisition of Freedom RU, which included the acquisition of Freedom RU and its wholly-owned subsidiaries FFIN Bank and Freedom KZ. In exchange for his 100% interest in Freedom RU and its subsidiaries, Timur Turlov, our chief executive officer and chairman, was issued 20,665,023 shares of restricted Company common stock. In November 2017, the Company closed the acquisition of Freedom CY. The Company issued Mr. Turlov 12,758,011 shares of restricted Company common stock in exchange for his 100% ownership interest in Freedom CY. In November 2017, the Company closed the acquisition of Freedom UA (formerly known as FC Ukranet) with BusinessTrain, Ltd. in exchange for 387,700 shares of restricted Company common stock. On September 6, 2017, the Company effected a one-share-for-twenty-five-shares reverse stock split of its common stock. Unless otherwise noted, impacted amounts and share information included in the financial statements and notes thereto have been retroactively adjusted for the stock split as if such stock split occurred on the first day of the first period presented. Certain amounts in the notes to the financial statements may be slightly different than previously reported due to rounding of fractional shares as a result of the reverse stock split. |
2. Summary of Significant Accou
2. Summary of Significant Accounting Policies | 12 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Accounting principles The Company’s accounting policies and accompanying consolidated financial statements conform to accounting principles generally accepted in the United States of America (US GAAP). These financial statements have been prepared on the accrual basis of accounting. Basis of presentation The Company’s consolidated financial statements present the consolidated accounts of FRHC, FFIN, Freedom RU, Freedom KZ, FFIN Bank, Freedom CY, Freedom UA, Freedom UZ, LLC First Stock Store (“Freedom 24”) and Branch Office of LLC IC Freedom Finance in Kazakhstan (“KZ Branch”). All significant inter-company balances and transactions have been eliminated from the consolidated financial statements. Use of estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Management believes that the estimates utilized in preparing its financial statements are reasonable and prudent. Actual results could differ from those estimates. Revenue and expense recognition The Company earns interest and noninterest income from its proprietary trading accounts from various sources, including: ● Securities, derivatives and foreign exchange activities; ● Reverse repurchase agreements; and ● Bank deposits. Revenue earned on interest-earning assets, including unearned income and the amortization/ accretion of premiums or discounts recognized on debt securities, bank deposits and loans issued is recognized based on the constant effective yield of the financial instrument or based on other applicable accounting guidance. Gains and losses on the sale of securities and certain derivatives are recognized on a trade-date basis. The Company earns fees and commissions from its customers from: ● Providing brokerage services; ● Providing banking services (money transfers, foreign exchange operations and other); and ● Agency fees. The Company also earns revenues from investment banking, underwriting, market making, and bondholders’ representation services. Service charges on brokerage, banking, agency, investment banking and market making services, are recognized when earned. Brokerage fees are recognized on a trade-date basis. The Company recognizes revenue when four basic criteria have been met: ● Existence of persuasive evidence that an arrangement exists; ● Delivery has occurred or services have been rendered; ● The seller’s price to the buyer is fixed and determinable; and ● Collectability is reasonably assured. Derivative financial instruments In the normal course of business, the Company invests in various derivative financial contracts including futures. Derivatives are initially recognized at fair value at the date a derivative contract is entered into and are subsequently re-measured to their fair value at each reporting date. The fair values are estimated based on quoted market prices or pricing models that take into account the current market and contractual prices of the underlying instruments and other factors. Derivatives are carried as assets when their fair value is positive and as liabilities when it is negative. Derivatives are included in assets and liabilities at fair value through profit or loss in the consolidated balance sheet. The Company purchases foreign currency futures contracts from financial institutions to minimize the risk caused by foreign currency fluctuation on its foreign currency receivables and payables and also purchases foreign currency futures contracts for speculative purposes. Futures are traded on the Kazakhstan Stock Exchange and represent commitments to purchase or sell a particular foreign currency at a future date and at a specific price. All gains and losses on foreign currency contracts were realized during the year ended March 31, 2018, and are included in net gain on derivatives in the Consolidated Statements of Operations and Statements of Other Comprehensive Income. Functional currency Management has adopted ASC 830, Foreign Currency Translation Matters as it pertains to its foreign currency translation. The Company’s functional currencies are the Russian ruble, European euro, Ukrainian hryvnia, Uzbekistani som and Kazakhstani tenge, and its reporting currency is the US dollar. Monetary assets and liabilities denominated in foreign currencies are translated into US dollars using the exchange rate prevailing at the balance sheet date. Non-monetary assets and liabilities denominated in foreign currencies are translated at rates of exchange in effect at the date of the transaction. Average monthly rates are used to translate revenues and expenses. Gains and losses arising on translation or settlement of foreign currency denominated transactions or balances are included in revenue. The functional currencies of our operating subsidiaries are the Russian ruble, European euro, Ukrainian hryvnia, Uzbekistani som and the Kazakhstani tenge. For financial reporting purposes, those currencies are translated into USD as the reporting currency. Assets and liabilities are translated at the exchange rate in effect at the balance sheet dates. Revenues and expenses are translated at the average rate of exchange prevailing during the reporting period. Translation adjustments arising from the use of different exchange rates from period to period are included as a component of stockholders’ equity as “Accumulated other comprehensive income/(loss)” reserve. Cash and cash equivalents Cash and cash equivalents are generally comprised of certain highly liquid investments with maturities of three months or less at the date of purchase. Cash and cash equivalents include reverse repurchase agreements which are recorded at the amounts at which the securities were acquired or sold plus accrued interest. Securities reverse repurchase and repurchase agreements A reverse repurchase agreement is a transaction in which the Company purchases financial instruments from a seller, typically in exchange for cash, and simultaneously enters into an agreement to resell the same or substantially the same financial instruments to the seller for an amount equal to the cash or other consideration exchanged plus interest at a future date. Securities purchased under reverse repurchase agreements are accounted for as collateralized financing transactions and are recorded at the contractual amount for which the securities will be resold, including accrued interest. Financial instruments purchased under reverse repurchase agreements are recorded in the financial statements as cash placed on deposit collateralized by securities and classified as cash and cash equivalents in the Consolidated Balance Sheets. A repurchase agreement is a transaction in which the Company sells financial instruments to another party, typically in exchange for cash, and simultaneously enters into an agreement to reacquire the same or substantially the same financial instruments from the buyer for an amount equal to the cash or other consideration exchanged plus interest at a future date. These agreements are accounted for as collateralized financing transactions. The Company retains the financial instruments sold under repurchase agreements and classifies them as trading securities in the Consolidated Balance Sheets. The consideration received under repurchase agreements is classified as securities repurchase agreement obligations in the Consolidated Balance Sheets. The Company enters into reverse repurchase agreements, repurchase agreements, securities borrowed and securities loaned transactions to, among other things, acquire securities to leverage and grow its proprietary trading portfolio, cover short positions and settle other securities obligations, to accommodate customers’ needs and to finance its inventory positions. The Company enters into these transactions in accordance with normal market practice. Under standard terms for repurchase transactions, the recipient of collateral has the right to sell or repledge the collateral, subject to returning equivalent securities on settlement of the transaction. Available-for-sale securities Financial assets categorized as available-for-sale (“AFS”) are non-derivatives that are either designated as available-for-sale or not classified as (a) loans and receivables, (b) held to maturity investments or (c) trading securities. Listed shares and listed redeemable notes held by the Company that are traded in an active market are classified as AFS and are stated at fair value. The Company has investments in unlisted shares that are not traded in an active market but that are also classified as investments AFS and stated at fair value (because Company management considers that fair value can be reliably measured). Gains and losses arising from changes in fair value are recognized in other comprehensive income and accumulated in the Accumulated other comprehensive income/(loss), with the exception of other-than-temporary impairment losses, interest calculated using the effective interest method, dividend income and foreign exchange gains and losses are recognized in the Consolidated Statements of Operations and Statements of other Comprehensive Income. Where the investment is disposed of or is determined to be impaired, the cumulative gain or loss previously accumulated in the investments revaluation reserve is reclassified to profit or loss. Trading securities Financial assets are classified as trading securities if the financial asset has been acquired principally for the purpose of selling it in the near term. Trading securities are stated at fair value, with any gains or losses arising on remeasurement recognized in revenue. Changes in fair value are recognized in the Consolidated Statements of Operations and Statements of Other Comprehensive Income and included in net gain/(loss) on trading securities. Interest earned and dividend income are recognized in the Consolidated Statements of Operations and Statements of Other Comprehensive Income and included in interest income, according to the terms of the contract and when the right to receive the payment has been established. Investments in nonconsolidated managed funds are accounted for at fair value based on the net asset value (“NAV”) of the funds provided by the fund managers with gains or losses included in net gain on trading securities in the Consolidated Statements of Operations and Statements of Other Comprehensive Income. Debt securities issued Debt securities issued are initially recognized at the fair value of the consideration received, less directly attributable transaction costs. Subsequently, amounts due are stated at amortized cost and any difference between net proceeds and the redemption value is recognized over the period of the borrowings using the effective interest method. If the Company purchases its own debt, it is removed from the Consolidated Balance Sheets and the difference between the carrying amount of the liability and the consideration paid is recognized in the Consolidated Statements of Operations and Statements of Other Comprehensive Income. Brokerage and other receivables Brokerage and other receivables comprise commissions and receivables related to the securities brokerage and banking activity of the Company. At initial recognition, brokerage and other receivables are recognized at fair value. Subsequently, brokerage and other receivables are carried at cost net of any allowance for impairment losses. Derecognition of financial assets A financial asset (or, where applicable a part of a financial asset or a part of a group of similar financial assets) is derecognized where all of the following conditions are met: ● The transferred financial assets have been isolated from the Company - put presumptively beyond the reach of the Company and its creditors, even in bankruptcy or other receivership. ● The Company has rights to pledge or exchange financial assets. ● The Company or its agents do not maintain effective control over the transferred financial assets or third-party beneficial interests related to those transferred assets. Where the Company has not met the asset derecognition conditions above, it continues to recognize the asset to the extent of its continuing involvement. Impairment of long lived assets In accordance with the accounting guidance for the impairment or disposal of long-lived assets, the Company periodically evaluates the carrying value of long-lived assets to be held and used when events and circumstances warrant such a review. The carrying value of a long-lived asset is considered impaired when the fair value from such asset is less than its carrying value. In that event, a loss is recognized based on the amount by which the carrying value exceeds the fair value of the long-lived asset. Fair value is determined primarily using the anticipated cash flows discounted at a rate commensurate with the risk involved. Losses on long-lived assets to be disposed of are determined in a similar manner, except that fair values are reduced for the cost of disposal. As of March 31, 2018 and March 31, 2017, the Company had not recorded any charges for impairment of long-lived assets. Impairment of goodwill As of March 31, 2018 and March 31, 2017, goodwill recorded in the Company’s Consolidated Balance Sheets totaled $1,798 and $981, respectively. The Company performs an impairment review at least annually, unless indicators of impairment exist in interim periods. The impairment test for goodwill uses a two-step approach. Step one compares the estimated fair value of a reporting unit with goodwill to its carrying value. If the carrying value exceeds the estimated fair value, step two must be performed. Step two compares the carrying value of the reporting unit to the fair value of all of the assets and liabilities of the reporting unit as if the reporting unit was acquired in a business combination. If the carrying amount of a reporting unit's goodwill exceeds the implied fair value of its goodwill, an impairment loss is recognized in an amount equal to the excess. In its annual goodwill impairment test, the Company estimated the fair value of the reporting unit based on the income approach (also known as the discounted cash flow method) and determined the fair value of the Company’s goodwill exceeded the carrying amount of the Company’s goodwill. Income taxes The Company recognizes deferred tax liabilities and assets based on the difference between the financial statements and tax basis of assets and liabilities using the enacted tax rates in effect for the year in which the differences are expected to reverse. The measurement of deferred tax assets is reduced, if necessary, by the amount of any tax benefits that, based on available evidence, are not expected to be realized. Current income tax expenses are provided for in accordance with the laws of the relevant taxing authorities. As part of the process of preparing financial statements, the Company is required to estimate its income taxes in each of the jurisdictions in which it operates. The Company accounts for income taxes using the asset and liability approach. Under this method, deferred income taxes are recognized for tax consequences in future years based on differences between the tax bases of assets and liabilities and their reported amounts in the financial statements at each year-end and tax loss carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates applicable for the differences that are expected to affect taxable income. The Company will include interest and penalties arising from the underpayment of income taxes in the provision for income taxes. As of March 31, 2018 and March 31, 2017, the Company had no accrued interest or penalties related to uncertain tax positions. On December 22, 2017, the U.S. bill commonly referred to as the Tax Cuts and Jobs Act (“Tax Reform Act”) was enacted, which significantly changes U.S. tax law by, among other things, lowering corporate income tax rates, implementing a territorial tax system and imposing a repatriation tax on deemed repatriated earnings of foreign subsidiaries. The Tax Reform Act permanently reduces the U.S. corporate income tax rate from a maximum of 35% to a flat 21% rate, effective January 1, 2018. The Tax Reform Act also provided for a one-time deemed repatriation of post-1986 undistributed foreign subsidiary earnings and profits (“E&P”) through the year ended December 31, 2017. The Global Intangible Low-Taxed Income ("GILTI") provisions of the Tax Reform Act require the Company to include in its U.S. income tax return foreign subsidiary earnings in excess of an allowable return on the foreign subsidiary’s tangible assets. The Company may be subject to incremental U.S. tax on GILTI income beginning in 2018, depending upon expense allocations and the applicable U.S. foreign tax credit rules. The Company has elected to account for GILTI tax in the period in which it is incurred, and therefore has not provided any deferred tax impacts of GILTI in its consolidated financial statements for the year ended March 31, 2018. On December 22, 2017, the SEC staff issued Staff Accounting Bulletin No. 118 (“SAB 118”) to address the application of U.S. GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Tax Reform Act. The Company has considered the provisional tax impacts related to deemed repatriated earnings and the benefit for the revaluation of deferred tax assets and liabilities, on its consolidated financial statements for the periods ended March 31, 2018. The final impact may differ from these provisional amounts, possibly materially, due to, among other things, additional analysis, changes in interpretations and assumptions the Company has made, additional regulatory guidance that may be issued, and actions the Company may take as a result of the Tax Reform Act. In accordance with SAB 118 the financial reporting impact of the Tax Reform Act will be completed in the fourth quarter of 2018. Financial instruments Financial instruments are carried at fair value as described below. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either in the principal market for the asset or liability, or in the absence of a principal market, in the most advantageous market for the asset or liability. Fair value is the current bid price for financial assets, current ask price for financial liabilities and the average of current bid and ask prices when the Company is both in short and long positions for the financial instrument. A financial instrument is regarded as quoted in an active market if quoted prices are readily and regularly available from an exchange or other institution and those prices represent actual and regularly occurring market transactions on an arm’s length basis. Leases Rent payable under operating leases is charged to expense on a straight-line basis over the term of the relevant lease. Fixed assets Fixed assets are carried at cost, net of accumulated depreciation. Maintenance, repairs, and minor renewals are expensed as incurred. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, which range between three and seven years. Advertising expense For the years ended March 31, 2018 and 2017, the Company had expenses related to advertising in the amount of $1,011 and $866, respectively. All costs associated with advertising are expensed in the period incurred. Recent accounting pronouncements In June 2016, the FASB issued the ASU 2016-13 Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. Among other things, the amendments in this ASU require the measurement of all expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions and reasonable and supportable forecasts. Financial institutions and other organizations will now use forward-looking information to better inform their credit loss estimates. Many of the loss estimation techniques applied today will still be permitted, although the inputs to those techniques will change to reflect the full amount of expected credit losses. The ASU also requires additional disclosures related to estimates and judgments used to measure all expected credit losses. The new guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early application will be permitted for all organizations for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. The Company is currently evaluating the impact of the adoption of this ASU on the consolidated financial statements. In May 2017, the FASB issued ASU No. 2017-09, “Compensation—Stock Compensation (Topic 718)” (“ASU 2017-09”). ASU 2017-09 provides clarity in order to reduce both (1) diversity in practice and (2) cost and complexity when applying the guidance in Topic 718, Compensation—Stock Compensation, to a change to the terms or conditions of a share-based payment award. Under the new guidance, modification accounting is required only if the fair value, the vesting conditions, or the classification of the award (as equity or liability) changes as a result of the change in terms or conditions. The guidance is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2017. Early adoption is permitted, including adoption in any interim period. In July 2017, the FASB issued ASU No. 2017-11, “Earnings Per Share (Topic 260)-Distinguishing Liabilities from Equity (Topic 480)-Derivatives and Hedging (Topic 815)”. This ASU addresses narrow issues identified as a result of the complexity associated with applying US GAAP for certain financial instruments with characteristics of liabilities and equity. The amendments in Part I of this update that relate to liability or equity classification of financial instruments (or embedded features) affect all entities that issue financial instruments (for example, warrants or convertible instruments) that include down round features. When determining whether certain financial instruments should be classified as liabilities or equity instruments, a down round feature no longer precludes equity classification when assessing whether the instrument is indexed to an entity’s own stock. The amendments also clarify existing disclosure requirements for equity-classified instruments. As a result, a freestanding equity-linked financial instrument (or embedded conversion option) no longer would be accounted for as a derivative liability at fair value as a result of the existence of a down round feature. For freestanding equity classified financial instruments, the amendments require entities that present earnings per share (EPS) in accordance with Topic 260 to recognize the effect of the down round feature when it is triggered. That effect is treated as a dividend and as a reduction of income available to common shareholders in basic EPS. For public business entities, the amendments in Part I of this ASU No. 2017-11 are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. Early adoption is permitted for all entities. The Company is currently evaluating the impact of the new guidance on its consolidated financial statements. In August 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging (Topic 815) Targeted Improvements to Accounting for Hedging Activities. The amendments in this update better align an entity’s risk management activities and financial reporting for hedging relationships through changes to both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results. To meet that objective, the amendments expand and refine hedge accounting for both nonfinancial and financial risk components and align the recognition and presentation of the effects of the hedging instrument and the hedged item in the financial statements. The amendments in this update apply to any entity that elects to apply hedge accounting in accordance with current GAAP. For public business entities, the amendments in this Update are effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early application is permitted in any interim period after issuance of the update. The Company is currently evaluating the impact of the new guidance on its consolidated financial statements. In September 2017, the FASB issued ASU 2017-13, Revenue from Contracts with Customers (Topic 606) and Leases (Topic 842). The main objective of this pronouncement is to clarify the effective date of the adoption of ASC Topic 606 and ASC Topic 842 and the definition of public business entity as stipulated in ASU 2014-09 and ASU 2016-02. ASU 2014-09 provides that a public business entity and certain other specified entities adopt ASC Topic 606 for annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period. All other entities are required to adopt ASC Topic 606 for annual reporting periods beginning after December 15, 2018, and interim reporting periods within annual reporting periods beginning after December 15, 2019. ASU 2016-12 requires that “a public business entity and certain other specified entities adopt ASC Topic 842 for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. All other entities are required to adopt ASC Topic 842 for fiscal years beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2020”. ASU 2017-13 clarifies that the SEC would not object to certain public business entities electing to use the non-public business entities effective dates for applying ASC 606 and ASC 842. ASU 2017-13, however, limits such election to certain public business entities that “otherwise would not meet the definition of a public business entity except for a requirement to include or inclusion of its financial statements or financial information in another entity’s filings with the SEC”. The Company expects that the adoption of this ASU will not have a material impact on its financial statements. In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-09, Revenue From Contracts With Customers (Topic 606) which creates a single, principle-based model for revenue recognition and expands and improves disclosures about revenue. The new guidance is effective for the Company beginning October 1, 2018, and must be adopted using either a full retrospective approach for all periods presented in the period of adoption or a modified retrospective approach. The Company is currently evaluating the potential impact of this standard on its financial statements which, (1) for investment banking advisory arrangements may change the timing of revenue recognition depending on the number and nature of the performance obligations identified, (2) for underwriting expenses and costs of advisory services and related reimbursement revenue may need to be recognized on a gross basis, and (3) for costs to obtain and fulfill a contract may need to be capitalized, amortized and reviewed regularly for impairment. In November 2017, the FASB issued ASU No. 2017-14, Income Statement—Reporting Comprehensive Income (Topic 220), Revenue Recognition (Topic 605), and Revenue from Contracts with Customers (Topic 606). A new Accounting Standards Update (“ASU”) features amendments to select Securities and Exchange Commission (“SEC”) paragraphs under the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”). Issued as ASU No. 2017-14, Income Statement—Reporting Comprehensive Income (Topic 220), Revenue Recognition (Topic 605), and Revenue from Contracts with Customers (Topic 606), the standard amends the Accounting Standards Codification to incorporate the SEC guidance. In January 2018, the FASB issued ASU No. 2018-02, Income Statement-Reporting Comprehensive Income (Topic 220) - Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. The amendments in this Update allow a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act. Consequently, the amendments eliminate the stranded tax effects resulting from the Tax Cuts and Jobs Act and will improve the usefulness of information reported to financial statement users. However, because the amendments only relate to the reclassification of the income tax effects of the Tax Cuts and Jobs Act, the underlying guidance that requires that the effect of a change in tax laws or rates be included in income from continuing operations is not affected. The amendments in this Update also require certain disclosures about stranded tax effects. The amendments in this Update are effective for all entities for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. In February 2018, the FASB issued ASU No. 2018-03 Technical Corrections and Improvements to Financial Instruments–Overall (Subtopic 825-10) - Recognition and Measurement of Financial Assets and Financial Liabilities. ASU 2018-03 provides reporting entities with the option to move from the measurement alternative to fair value through current earnings but stipulates that once the voluntary election is made to stop using the measurement alternative it can no longer be applied to any identical or similar investment from the same issuer. ASU 2018-03 also clarifies that when applying the measurement alternative to equity investments that do not have a readily determinable fair value the equity investment is remeasured to its fair value as of the date of the observable price/transaction. ASU 2018-03 is effective for fiscal years beginning after December 15, 2017, and interim periods beginning after June 15, 2018, but may be adopted concurrently with ASU 2016-01.The Company will be adopting ASU 2016-01 and ASU 2018-03 concurrently on June 15, 2018. The Company is currently evaluating the adoption impact of these standards, including whether to elect the measurement alternative for the investment in unregistered shares. The Company does not expect the impact of adoption to be material to the consolidated financial statements. In January 2016, the FASB issued accounting pronouncement (FASB ASU 2016-01) related to financial instruments (FASB ASC Subtopic 825-10). This pronouncement, along with FASB 2018-03 issued in February 2018, requires that most equity investments be measured at fair value, with subsequent changes in fair value recognized in net earnings. The pronouncements also impact financial liabilities under the fair value option and the presentation and disclosure requirements for financial instruments. The changes are effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2017. We do not expect it to have a material effect on our consolidated financial statements. In March 2018, the FASB issued ASU No. 2018-05, Income Taxes (Topic 740) - Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118, March 2018. In this Update the Accounting Standards Codification is amended to reflect Income Tax Accounting Implications of the Tax Cuts and Jobs Act. |
3. Revision of Financial Statem
3. Revision of Financial Statement | 12 Months Ended |
Mar. 31, 2018 | |
Accounting Changes and Error Corrections [Abstract] | |
Revision of Financial Statement | When preparing the consolidated financial statements for the year ended March 31, 2018, management determined that certain amounts included in the Company’s March 31, 2017, consolidated financial statements required revision, due to closing of the acquisition of Freedom RU on June 29, 2017, and Freedom CY on November 1, 2017, which were deemed to be entities under common control with the Company. The previously issued Consolidated Balance Sheet as of March 31, 2017, and Consolidated Statement of Operations and Statements of Other Comprehensive Income for the year ended March 31, 2017 have been revised as follows: As of March 31, 2017 BALANCE SHEETS (RECAST) As previously reported Recast As recasted ASSETS Cash and cash equivalents $ 51 $ 22,565 $ 22,616 Restricted cash 8,534 4,215 12,749 Trading securities - 81,575 81,575 Available-for-sale securities, at fair value - 2 2 Brokerage and other receivables, net - 481 481 Loans issued - 65 65 Deferred tax assets - 1,026 1,026 Fixed assets, net 2 1,094 1,096 Goodwill - 981 981 Other assets, net - 772 772 TOTAL ASSETS $ 8,587 $ 112,776 $ 121,363 LIABILITIES AND STOCKHOLDERS’ EQUITY/(DEFICIT) Derivative liability $ - $ 495 $ 495 Loans received - 2 2 Debt securities issued - 3,459 3,459 Customer liabilities - 7,635 7,635 Current income tax liability - 149 149 Trade payables 206 334 540 Deferred distribution payments 8,534 - 8,534 Securities repurchase agreement obligation - 56,289 56,289 Other liabilities - 373 373 TOTAL LIABILITIES 8,740 68,736 77,476 STOCKHOLDERS’ EQUITY/(DEFICIT) Preferred stock - - - Common stock 280 (269 ) 11 Additional paid in capital 776 33,883 34,659 Retained earnings/(Accumulated deficit) (1,209 ) 17,363 16,154 Accumulated other comprehensive loss - (6,937 ) (6,937 ) TOTAL STOCKHOLDERS’ EQUITY/(DEFICIT) (153 ) 44,040 43,887 TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 8,587 $ 112,776 $ 121,363 For the year ended March 31, 2017 STATEMENTS OF OPERATIONS AND STATEMENTS OF OTHER COMPREHENSIVE INCOME (RECAST) As previously reported Recast As recasted Revenue: Fee and commission income $ - $ 4,090 $ 4,090 Net gain on trading securities - 10,806 10,806 Interest income 4 2,002 2,006 Net gain on derivatives - 1,905 1,905 Net realized gain on investments available for sale - 276 276 Net gain on sale of fixed assets - 29 29 Net gain on foreign exchange operations - 274 274 TOTAL REVENUE, NET $ 4 $ 19,382 $ 19,386 Expense: Interest expense $ - $ 3,807 $ 3,807 Fee and commission expense - 346 346 Operating expense 582 8,669 9,251 Other expense, net - 210 210 TOTAL EXPENSE $ 582 $ 13,032 $ 13,614 NET INCOME/(LOSS) BEFORE INCOME TAX $ (578 ) $ 6,350 $ 5,772 Income tax benefit - 524 524 NET INCOME/(LOSS) BEFORE NONCONTROLLING INTERESTS $ (578 ) $ 6,874 $ 6,296 Less: Net income attributable to noncontrolling interest in subsidiary - 9 9 NET INCOME/(LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS $ (578 ) $ 6,865 $ 6,287 OTHER COMPREHENSIVE INCOME Changes in unrealized gain on investments available-for-sale, net of tax effect $ - $ 7 $ 7 Reclassification adjustment relating to available-for-sale investments disposed of in the period, net of tax effect - (276 ) (276 ) Foreign currency translation adjustments, net of tax - 4,465 4,465 COMPREHENSIVE INCOME/(LOSS) BEFORE NONCONTROLLING INTERESTS $ (578 ) $ 11,070 $ 10,492 Less: Comprehensive income attributable to noncontrolling interest in subsidiary - 9 9 COMPREHENSIVE INCOME/(LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS $ (578 ) $ 11,061 $ 10,483 |
4. Cash and Cash Equivalents
4. Cash and Cash Equivalents | 12 Months Ended |
Mar. 31, 2018 | |
Cash and Cash Equivalents [Abstract] | |
Cash and Cash Equivalents | March 31, 2018 March 31, 2017 (Recast) Securities purchased under reverse repurchase agreements $ 26,320 $ 8,376 Current accounts with brokers 22,749 259 Current account with commercial banks 8,927 9,979 Petty cash in bank vault and on hand 2,712 1,476 Current account with Central Depository (Kazakhstan) 1,256 986 Current account with National Settlement Depository (Russia) 1,242 696 Current account with Central Bank (Russia) 980 645 Accounts with stock exchange 214 8 Current account in clearing organizations 131 191 Total cash and cash equivalents $ 64,531 $ 22,616 As of March 31, 2018 and March 31, 2017, cash and cash equivalents were not insured. As of March 31, 2018 and March 31, 2017, the cash and cash equivalents balance included collateralized securities received under reverse repurchase agreements on the terms presented below: March 31, 2018 Interest rates and remaining contractual maturity of the agreements Average Interest rate Up to 30 days 30-90 days Total Securities purchased under reverse repurchase agreements Corporate equity 14.68 % $ 10,026 $ 15,572 $ 25,598 Corporate debt 14.96 % 521 201 722 Total $ 10,547 $ 15,773 $ 26,320 March 31, 2017 (Recast) Interest rates and remaining contractual maturity of the agreements Average Interest rate Up to 30 days 30-90 days Total Securities purchased under reverse repurchase agreements Corporate equity 19.56 % $ 8,346 $ 25 $ 8,371 Corporate debt 24.00 % 5 - 5 Total $ 8,351 $ 25 $ 8,376 The securities received by the Company as collateral under reverse repurchase agreements are liquid trading securities with market quotes and significant trading volume. The fair value of collateral received by the Company under reverse repurchase agreements as of March 31, 2018 and March 31, 2017, is $26,786 and $8,229, respectively. For additional information please see Note 12 – |
5. Restricted Cash
5. Restricted Cash | 12 Months Ended |
Mar. 31, 2018 | |
Restricted Cash [Abstract] | |
Restricted Cash | As of March 31, 2018 and March 31, 2017, the Company’s restricted cash consisted of deferred distribution payments, cash segregated in a special custody account for the exclusive benefit of our brokerage customers and required reserves with the Central Bank of the Russian Federation which represents cash on hand balance requirements. The deferred distribution payment amount is the reserve held for distribution to shareholders who have not yet claimed their distributions from the 2011 sale of the Company’s oil and gas exploration and production operations of $8,534. This distribution is currently payable, subject to the entitled shareholder completing and submitting to the Company the necessary documentation to claim his, her or its distribution payments. The Company has no control over when, or if, an entitled shareholder will submit the necessary documentation to claim his, her, or its distribution payment. Restricted cash consisted of: March 31, 2018 March 31, 2017 (Recast) Deferred distribution payments $ 8,534 $ 8,534 Brokerage customers’ cash 4,847 4,169 Guaranty deposits 175 - Reserve with Central Bank of Russia 115 46 Total restricted cash 13,671 $ 12,749 |
6. Trading and Available-For-Sa
6. Trading and Available-For-Sale Securities at Fair Value | 12 Months Ended |
Mar. 31, 2018 | |
Trading Securities [Abstract] | |
Trading and Available-For-Sale Securities at Fair Value | As of March 31, 2018, and March 31, 2017, trading securities consisted of: March 31, 2018 March 31, 2017 (Recast) Equity securities $ 177,063 $ 71,697 Debt securities 34,986 9,877 Mutual investment funds 270 1 Total trading securities $ 212,319 $ 81,575 Equity securities $ 2 $ 2 Total available- for-sale securities, at fair value $ 2 $ 2 The Company recognized no other than temporary impairment in accumulated other comprehensive income. The fair value of assets and liabilities is determined using observable market data based on recent trading activity. Where observable market data is unavailable due to a lack of trading activity, the Company utilizes internally developed models to estimate fair value and independent third parties to validate assumptions, when appropriate. Estimating fair value requires significant management judgment, including benchmarking to similar instruments with observable market data and applying appropriate discounts that reflect differences between the securities that the Company is valuing and the selected benchmark. Depending on the type of securities owned by the Company, other valuation methodologies may be required. Measurement of fair value is classified within a hierarchy based upon the transparency of inputs used in the valuation of an asset or liability. Classification within the hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The valuation hierarchy contains three levels: ● Level 1 - Valuation inputs are unadjusted quoted market prices for identical assets or liabilities in active markets. ● Level 2 - Valuation inputs are quoted market prices for identical assets or liabilities in markets that are not active, quoted market prices for similar assets and liabilities in active markets, and other observable inputs directly or indirectly related to the asset or liability being measured. ● Level 3 - Valuation inputs are unobservable and significant to the fair value measurement. The following tables present trading securities assets in the Consolidated Financial Statements or disclosed in the Notes to the Consolidated Financial Statements at fair value on a recurring basis as of March 31, 2018 and March 31, 2017: Fair Value Measurements at March 31, 2018 using Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant unobservable units March 31, 2018 (Level 1) (Level 2) (Level 3) Equity securities $ 177,063 $ 177,063 $ - $ - Debt securities 34,986 34,986 - - Mutual investment funds 270 270 - - Total trading securities $ 212,319 $ 212,319 $ - $ - Fair Value Measurements at March 31, 2017 (recast) using Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant unobservable units March 31, 2017 (Recast) (Level 1) (Level 2) (Level 3) Equity securities $ 71,697 $ 71,697 $ - $ - Debt securities 9,877 9,663 214 - Mutual investment funds 1 1 - - Total trading securities $ 81,575 $ 81,361 $ 214 $ - March 31, 2018 Assets measured at amortized cost Unrealized gain accumulated in other comprehensive income Assets measured at fair value Equity securities $ 1 $ 1 $ 2 Available-for-sale securities, at fair value $ 1 $ 1 $ 2 March 31, 2017 (Recast) Assets measured at amortized cost Unrealized gain accumulated in other comprehensive income Assets measured at fair value Equity securities $ 1 $ 1 $ 2 Available-for-sale securities, at fair value $ 1 $ 1 $ 2 As of March 31, 2018, approximately $105,000 worth of the Company’s our proprietary trading account was invested in the securities of a single company. This represents approximately 49% of the Company’s proprietary portfolio. |
7. Brokerage and Other Receivab
7. Brokerage and Other Receivables, Net | 12 Months Ended |
Mar. 31, 2018 | |
Receivables [Abstract] | |
Brokerage and Other Receivables, Net | March 31, 2018 March 31, 2017 (Recast) Margin lending receivables $ 14,753 $ - Receivable from purchase or sale of securities 4,905 - Bank commissions receivable 1,016 260 Receivables from brokerage clients 659 208 Bonds coupon receivable 119 - Receivable for underwriting market-making services 72 68 Other receivables 8 10 Allowance for receivables (423 ) (65 ) Total brokerage and other receivables, net $ 21,109 $ 481 On March 31, 2018 and March 31, 2017, amounts due from a single related party customer were $6,564 or 31% and $304 or 63%, respectively. Based on experience, the Company considers receivables due from related parties fully collectible. During the year ended March 31, 2018 and 2017, using historical and statistical data, the Company recorded an allowance expense for brokerage receivables in the amount of $358 and $65, respectively. |
8. Loans Issued
8. Loans Issued | 12 Months Ended |
Mar. 31, 2018 | |
Loans Receivable, Net [Abstract] | |
Loans Issued | As of March 31, 2018 and 2017, the Company had loans issued in the amount of $8,754 and $65, respectively. Loans issued as of March 31, 2018, consisted of $5,371 collateralized loans issued with $6,992 fair value of collateral due in January-February 2019 with 3.2% interest rate, $2,832 interest free loans issued by the Company that are due in January-March 2019 and $541 of bank customer loans mainly due dates ranging from November 2018 to February 2028 with average interest rate of 12.32%. |
9. Deferred Tax Assets
9. Deferred Tax Assets | 12 Months Ended |
Mar. 31, 2018 | |
Deferred Tax Assets, Net [Abstract] | |
Deferred Tax Assets | The Company is subject to taxation in the Russian Federation, Kazakhstan, Kyrgyzstan, Cyprus, Ukraine, Uzbekistan and the United States of America. The tax rates used for deferred tax assets and liabilities for the years ended March 31, 2018 and 2017, is the 34% for the US and 20% for the Russian Federation, Kazakhstan, Kyrgyzstan, Ukraine and Uzbekistan. Deferred tax assets and liabilities of the Company are comprised of the following: March 31, 2018 March 31, 2017 (Recast) Deferred tax assets: Tax losses carryforward $ 2,937 $ 2,398 Accrued liabilities 49 20 Revaluation on trading securities 88 76 Stock compensation expenses 405 - Valuation allowance (2,433 ) (1,468 ) Deferred tax assets $ 1,046 $ 1,026 Deferred tax liabilities: Revaluation on trading securities $ 387 $ - Deferred tax liabilities $ 387 $ - Net deferred tax assets $ 659 $ 1,026 The Company is subject to the US state income taxes at a rate of 34%. The reconciliation of the provision for income taxes at the 34% tax rate compared to the Company’s income tax expense as reported is as follows: Year ended March 31, 2018 Year ended March 31, 2017 (Recast) Profit before tax at 34% $ 6,702 $ 2,321 Nontaxable gains (7,129 ) (6,114 ) Provision for impairment losses 81 - Impact of Tax Reform 190 - Foreign tax rate differential 30 288 Other differences 127 2,189 Valuation allowance 478 792 Income tax provision/(benefit) $ 479 $ (524 ) The income tax expense comprises: Year ended March 31, 2018 Year ended March 31, 2017 (Recast) Current income tax charge $ 131 $ 543 Deferred income tax charge/(benefit) 348 (1,067 ) Income tax provision/(benefit) $ 479 $ (524 ) During the year ended March 31, 2018 and 2017, the effective tax rate was equal to 2.43% and (9.08%), respectively, primarily due to non-taxable gains on trading securities in Freedom KZ in the amounts of $20,346 and $17,983, respectively. During the year ended March 31, 2018, the Company realized net income before income tax of $19,712, primarily from non-taxable revenues generated from the Company’s Freedom KZ’s trading operations. This resulted in the Company realizing an income tax expense for the year ended March 31, 2018 of $479. During the year ended March 31, 2017, the Company realized net income before income tax of $5,772 primarily from non-taxable revenues generated from Freedom KZ’s trading operations resulting in an income tax benefit of $524. Tax losses carryforward as of March 31, 2018 comprises $ 2,937 and subject to income tax in Russia, Kazakhstan and Cyprus. US tax reform enacted on December 22, 2017, lowered the US tax rate which will reduce tax expenses of the Company. |
10. Fixed Assets, Net
10. Fixed Assets, Net | 12 Months Ended |
Mar. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Fixed Assets, Net | March 31, 2018 March 31, 2017 (Recast) Processing and storage data centers $ 617 $ - Office equipment 664 141 Intangible assets 586 125 Vehicles 419 366 Buildings 392 694 Furniture 375 201 Capital expenditures on lease improvement 17 44 Other 117 131 Less: Accumulated depreciation and amortization (825 ) (606 ) Total fixed assets $ 2,362 $ 1,096 Depreciation and amortization expense totaled $233 and $199 for the years ended March 31, 2018 and 2017, respectively. |
11. Other Assets, Net
11. Other Assets, Net | 12 Months Ended |
Mar. 31, 2018 | |
Other Assets [Abstract] | |
Other Assets, Net | March 31, 2018 March 31, 2017 (Recast) Prepaid expenses $ 1,598 $ 338 Advances paid for leasehold improvements 1,057 - Rent guarantee deposit 965 - Current income tax asset 365 - Taxes other than income taxes 98 33 Guaranty deposit 75 46 Prepaid insurance 26 - Due from banks 3 1 Other 365 360 4,552 778 Allowance for other assets (58 ) (6 ) Other assets, net $ 4,494 $ 772 |
12. Securities Sold, Not Yet Pu
12. Securities Sold, Not Yet Purchased - At Fair Value | 12 Months Ended |
Mar. 31, 2018 | |
Financial Instruments Sold, Not yet Purchased, at Fair Value [Abstract] | |
Securities Sold, Not Yet Purchased - At Fair Value | On October 26, 2017, Freedom KZ sold shares received as a pledge under reverse repurchase agreements and recognized financial liabilities at fair value in the amount of $1,435. On January 30, 2018, Freedom KZ partially closed short positions in amount of $723 by purchasing securities from a third party reducing the financial liability. During the period from October 26, 2017 to March 31, 2018, Freedom KZ recognized a gain on the change in fair value of financial liabilities at fair value through the Consolidated Statements of Operations and Statements of Other Comprehensive Income in the amount of $183 with a foreign exchange translation loss of $56. As of March 31, 2018, Freedom KZ’s financial liabilities at fair value was $585. On January 30, 2018, FRHC sold shares pledged under reverse repurchase agreements and recognized financial liabilities at fair value in the amount $543. During the period from January 30, 2018 to March 31, 2018, the Company recognized a foreign exchange translation loss in the amount of $7. As of March 31, 2018, the Company’s financial liabilities at fair value was $550. A short sale involves the sale of a security that are not owned in the expectation of purchasing the same security (or a security exchangeable) at a later date at a lower price. A short sale involves the risk of a theoretically unlimited increase in the market price of the security that would result in a theoretically unlimited loss. |
13. Derivative Liability
13. Derivative Liability | 12 Months Ended |
Mar. 31, 2018 | |
Derivative Liability [Abstract] | |
Derivative Liability | On December 28, 2016, Freedom RU entered into a derivative instrument agreement with a related party that included a call option feature for the purchase of shares held by Freedom RU. This call option was classified as a derivative liability in the Consolidated Balance Sheets and measured at each reporting period using the Black-Scholes Model. The gain associated with this derivative instrument is recognized as a gain on derivative instrument in the Consolidated Statements of Operations and Statements of Other Comprehensive Income. In exchange for a $2,629 premium paid upfront, this derivative instrument granted the holder the right to purchase 11.8 million shares of a top rated Russian commercial bank – Sberbank, on June 14, 2017, at a strike price $3.10 per share. The Company recorded a derivative liability of $495 as of March 31, 2017, as a result of the fair value of the call option. On June 14, 2017, the derivative instrument expired, unexercised by the option holder, and the Company recognized a gain on the derivative instrument of $482. |
14. Loans Received
14. Loans Received | 12 Months Ended |
Mar. 31, 2018 | |
Loans Receivable, Net [Abstract] | |
Loans Received | Company Lender March 31, 2018 Interest rate Term Maturity date JSC Freedom Finance JSC AsiaCreditBank $ 7,044 7 % 1 year 2/5/2019 FFINEU Investments Limited D-FINANCE Inc. $ 99 1 % 1 year 12/11/2018 Total $ 7,143 During the year ended March 31, 2018, the Company received USD denominated loans from JSC AsiaCreditBank in the total amount of $7,031 under a credit line agreement with $9,000 in total available for withdrawal. The Company pledged 2.4 million shares of Kcell with a fair value $12,579 as of March 31, 2018, to collateralize the AsiaCreditBank loan. The D-FINANCE loan is unsecured. As of March 31, 2018, accrued interest on the loans totaled $16. |
15. Debt Securities Issued
15. Debt Securities Issued | 12 Months Ended |
Mar. 31, 2018 | |
Debt Securities Issued | |
Debt Securities Issued | March 31, 2018 March 31, 2017 (Recast) Debt securities issued denominated in USD $ 9,639 $ - Debt securities issued denominated in KZT 1,010 3,385 Accrued interest 191 74 Total $ 10,840 $ 3,459 As of March 31, 2018 and 2017, the Company had bonds of Freedom KZ issued under Kazakhstan law in the amount of $10,840 and $3,459, respectively. During the year ended March 31, 2018 the Company issued bonds with fixed annual coupon rate ranging from 8% to 11.5% and maturity dates in January 2019 and June 2020. Debt securities issued are initially recognized at the fair value of the consideration received, less directly attributable transaction costs. As of March 31, 2018 and March 31, 2017 debt securities issued included $191 and $74 accrued interest, respectively. The Freedom KZ bonds are actively traded on Kazakhstan Stock Exchange. |
16. Customer Liabilities
16. Customer Liabilities | 12 Months Ended |
Mar. 31, 2018 | |
Customer Liabilities | |
Customer Liabilities | The Company recognizes customer liabilities associated with funds held by our brokerage and bank customers. Customer liabilities consist of: March 31, 2018 March 31, 2017 (Recast) Brokerage customers $ 12,549 $ 4,167 Banking customers 9,306 3,468 Total $ 21,855 $ 7,635 |
17. Trade Payables
17. Trade Payables | 12 Months Ended |
Mar. 31, 2018 | |
Accounts Payable [Abstract] | |
Trade Payables | March 31, 2018 March 31, 2017 (Recast) Margin lending payable $ 6,604 $ - Trade payable for securities purchased 1,065 - Guaranty fee received 709 - Payable for acquisition of servers 395 - Payables to suppliers of goods and services 151 272 Related party payable - 261 Other 74 7 Total $ 8,998 $ 540 During the year ended March 31, 2018, the Company received guaranty fee of $709 pursuant to a reverse repurchase agreement. The agreement specifies that Company has a right to claim a certain amount to be placed as a guaranty fee if the share price of the pledged securities falls significantly from the price as of the date of the transaction. In the event the price of the pledged securities falls further the Company can require an increase in the guaranty fee. The guaranty fee shall be returned by the end of the agreement terms that are ranging from January 25, 2019 to February 1, 2019. |
18. Securities Repurchase Agree
18. Securities Repurchase Agreement Obligations | 12 Months Ended |
Mar. 31, 2018 | |
Securities Repurchase Agreement Obligations | |
Securities Repurchase Agreement Obligations | As of March 31, 2018 and March 31, 2017, trading securities included collateralized securities subject to repurchase agreements as described in the following table: March 31, 2018 Interest rates and remaining contractual maturity of the agreements Average interest rate Up to 30 days 30-90 days Over 90 days Total Securities sold under repurchase agreements Corporate equity 12.04 % $ 109,821 $ 8,960 $ 7,149 $ 125,930 Corporate debt 10.64 % 24,257 2,023 — 26,280 Non-US sovereign debt 8.54 % 2,565 — — 2,565 Total securities sold under repurchase agreements $ 136,643 $ 10,983 $ 7,149 $ 154,775 March 31, 2017 (Recast) Interest rate and remaining contractual maturity of the agreements Average interest rate Overnight and continuous Up to 30 days 30-90 days Total Securities sold under repurchase agreements Corporate equity 13.08 % $ — $ 29,926 $ 956 $ 30,882 Corporate debt 11.83 % 14,484 10,923 — 25,407 Total securities sold under repurchase agreements $ 14,484 $ 40,849 $ 956 $ 56,289 The fair value of collateral pledged under repurchase agreements as of March 31, 2018 and March 31, 2017, was $203,140 and $68,025, respectively. Securities pledged as collateral by the Company under repurchase agreements are liquid trading securities with market quotes and significant trading volume. |
19. Other Liabilities
19. Other Liabilities | 12 Months Ended |
Mar. 31, 2018 | |
Other Liabilities [Abstract] | |
Other Liabilities | March 31, 2018 March 31, 2017 (Recast) Unused vacation reserve $ 537 $ 219 Advance received for sale of fixed asset 288 - Salaries and other employee benefits 247 - Taxes payable other than income tax 127 141 Other 120 13 Total $ 1,319 $ 373 |
20. Fee and Commission Income_(
20. Fee and Commission Income/(Expense) | 12 Months Ended |
Mar. 31, 2018 | |
Fees and Commissions [Abstract] | |
Fee and Commission Income/(Expense) | Year ended March 31, 2018 Year ended March 31, 2017 (Recast) Fee and commission income: Brokerage services $ 5,181 $ 878 Bank services 3,419 1,100 Underwriting services 1,911 428 Agency fees - 1,561 Other commission income 285 123 Total fee and commission income $ 10,796 $ 4,090 Fee and commission expense: Bank services $ 1,483 $ 203 Brokerage services 239 35 Exchange services 189 78 Central Depository services 155 30 Total fee and commission expense $ 2,066 $ 346 |
21. Net Gain on Trading Securit
21. Net Gain on Trading Securities | 12 Months Ended |
Mar. 31, 2018 | |
Gain (Loss) on Investments [Abstract] | |
Net Gain on Trading Securities | Year ended March 31, 2018 Year ended March 31, 2017 (Recast) Net gain recognized during the period on trading securities sold during the period $ 17,314 $ 5,322 Net unrealized gain recognized during the reporting period on trading securities still held at the reporting date 16,432 5,484 Net gain recognized during the period on trading securities $ 33,746 $ 10,806 |
22. Net Interest Income_(Expens
22. Net Interest Income/(Expense) | 12 Months Ended |
Mar. 31, 2018 | |
Interest Income (Expense), Net [Abstract] | |
Net Interest Income/(Expense) | Year ended March 31, 2018 Year ended March 31, 2017 (Recast) Interest income: Interest income on financial assets recorded at amortized cost comprises: Interest income on reverse repurchase agreements and amounts due from banks $ 3,089 $ 655 Interest income on loans to customers 55 5 Total interest income on financial assets recorded at amortized cost $ 3,144 $ 660 Interest income on financial assets recorded at fair value through profit or loss comprises: Interest income on trading securities $ 5,040 $ 1,346 Total interest income on financial assets recorded at fair value through profit or loss 5,040 1,346 Total interest income $ 8,184 $ 2,006 Interest expense: Interest expense on financial liabilities recorded at amortized cost comprises: Interest expense on securities repurchase agreements $ 13,268 $ 3,518 Interest expense on debt securities issued 707 202 Interest expense on customer accounts and deposits 244 33 Interest expense on loans received 25 54 Total interest expense on financial liabilities recorded at amortized cost 14,244 3,807 Total interest expense $ 14,244 $ 3,807 Net interest expense $ (6,060 ) $ (1,801 ) |
23. Net Gain on Foreign Exchang
23. Net Gain on Foreign Exchange Operations | 12 Months Ended |
Mar. 31, 2018 | |
Net Gain On Foreign Exchange Operations | |
Net Gain on Foreign Exchange Operations | Year ended March 31, 2018 Year ended March 31, 2017 (Recast) Translation difference $ 1,208 $ (812 ) Sales and purchases of foreign currency, dealing 642 1,086 Total net gain on foreign exchange operations $ 1,850 $ 274 |
24. Related Party Transactions
24. Related Party Transactions | 12 Months Ended |
Mar. 31, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | On December 28, 2016, Freedom RU entered into a derivative instrument agreement with a related party which included a call option feature. The gain or loss associated with this agreement is recognized as gain on a derivative instrument in the Consolidated Statements of Operations and Statements of Other Comprehensive Income/(Loss). The Company recorded a derivative liability of $495 as of March 31, 2017. On June 14, 2017, the derivative instrument expired unexercised by the holder, and the Company recognized a gain on the derivative instrument of $482 as of March 31, 2018. During the years ended March 31, 2018 and 2017, the Company earned commission income from related parties in the amounts of $6,270 and $2,770, respectively. Commission income earned from related parties is comprised primarily of brokerage commissions and agency fees for referrals of new brokerage clients to other brokers and commissions for money transfers by brokerage clients. As of March 31, 2018 and March 31, 2017, the Company had bank commission receivables and receivables from brokerage clients from related parties totaling $1,055 and $328, respectively. Brokerage and other receivables from related parties result principally from commissions receivable on the brokerage operations of related parties. As of March 31, 2018 and March 31, 2017, the Company had brokerage accounts with related parties totaling $21,297 and $0, respectively. As of March 31, 2018 and March 31, 2017, the Company had loans issued to related parties totaling $1,748 and $0, respectively. As of March 31, 2018 and March 31, 2017, the Company had margin lending receivables with related party totaling $8,889 and $0, respectively. As of March 31, 2018 and March 31, 2017, the Company had advance received for sale of fixed asset from related party totaling $288 and $0, respectively. As of March 31, 2018, and March 31, 2017, the Company had margin lending payable to related parties, totaling $81 and $0, respectively. As of March 31, 2018, and March 31, 2017, the Company had loans received from a related party totaling $99 and $0, respectively. As of March 31, 2018, and March 31, 2017, the Company had customer liabilities on brokerage accounts and bank accounts of related parties totaling $6,471 and $2,235, respectively. As of March 31, 2018, and March 31, 2017, the Company had restricted customer cash on brokerage accounts and cash on bank accounts of related parties totaling $5,074 and $2,235, respectively. |
25. Stockholder_s Equity
25. Stockholder’s Equity | 12 Months Ended |
Mar. 31, 2018 | |
Stockholders' Equity Note [Abstract] | |
Stockholder’s Equity | During the year ended March 31, 2018, Mr. Turlov made capital contributions of $670 to FRHC and $7,924 to Freedom RU. At the time such contributions were made, Mr. Turlov was the Chief Executive Officer, Chairman of the board, and majority shareholder of the Company. The Company reviewed FASB ASC Topic No. 470-50, Debt Extinguishment, to evaluate the debt extinguishment gain incurred from the debt to equity transaction in Freedom CY. Upon completion of the evaluation, it was determined that the gain associated with extinguishment of the debt from shareholder to equity should be accounted for as a capital contribution and was recorded to Additional Paid in Capital. Equity interest exchanged in Freedom CY was $293. On June 29, 2017, the Company and Mr. Turlov closed the acquisition of Freedom RU. Pursuant to the terms of the Acquisition Agreement, Mr. Turlov received a total of 20,665,023 shares of restricted common stock in exchange for his 100% interest in Freedom RU. On October 6, 2017, the Company awarded restricted stock grants totaling 3,900,000 shares of its common stock to 16 employees and awarded nonqualified stock options to purchase an aggregate of 360,000 shares of its common stock to two employees. Of the 3,900,000 shares awarded pursuant to the restricted stock grant awards, 1,200,000 shares are subject to two-year vesting conditions and 2,700,000 shares are subject to three-year vesting conditions. All of the nonqualified stock options are subject to three-year vesting conditions. The Company recorded stock based compensation expense for restricted stock grants and stock options in the amount of $1,621 during the year ended March 31, 2018. As disclosed in Note 1 on November 10, 2017, FRHC issued 12,758,011 shares of restricted Company common stock in exchange for Mr. Turlov 100% equity interest in Freedom CY and Freedom CY became a wholly owned subsidiary of the Company. As disclosed in Note 1, on November 1, 2017, the Company entered into a Share Exchange and Acquisition Agreement and agreed to issue 387,700 shares of restricted common stock to BusinessTrain Ltd. to acquire 100% of the outstanding equity interest of Freedom UA. On December 8, 2017, the Company completed a private placement of 3,681,667 shares of its restricted common stock in exchange for an aggregate offering proceeds of $11,045,001. The shares of common stock were sold to non-U.S. persons pursuant to the exemption from registration provided in Regulation S promulgated under the Securities Act for offers and sales made outside the United States. Arkady Rakhilkin, a Company director, purchased 348,333 shares for $1,045. On March 2, 2018, the Company completed a private placement of 5,426,612 shares of its restricted common stock in exchange for an aggregate offering proceeds of $29,399. The shares of common stock were sold to three non-U.S. persons pursuant to the exemption from registration provided in Regulation S promulgated under the Securities Act for offers and sales made outside the United States. Askar Tashtitov, a Company director, purchased 28,000 shares for $154. |
26. Stock Based Compensation
26. Stock Based Compensation | 12 Months Ended |
Mar. 31, 2018 | |
Share-based Compensation [Abstract] | |
Stock Based Compensation | As disclosed in Note 25, on October 6, 2017, the Company issued restricted stock awards totaling 3,900,000 shares of its common stock to 16 employees and awarded nonqualified stock options to purchase an aggregate of 360,000 shares of its common stock at a strike price $1.98 per share to two employees. Shares of restricted stock have the same dividend and voting rights as common stock while options do not. All awards were issued at the fair value of the underlying shares at the grant date. During the year ended March 31, 2018, stock options covering a total of 360,000 shares of common stock were granted. No options were granted for the year ended March 31, 2017. Total compensation expense related to options granted was $104 for the year ended March 31, 2018 and $0 for the year ended March 31, 2017. As of March 31, 2017, there was total remaining compensation expense of $543 related to stock options, which will be recorded over a weighted average period of approximately 2.52 years. No options were exercisable or exercised during the year ended March 31, 2018. The Company has determined fair value of stock options using the Black-Scholes option valuation model based on the following key assumptions during the year ended March 31, 2018: Term (years) 3 Volatility 165.33% Risk-free rate 1.66% During the year ended March 31, 2018 a total of 3,900,000 restricted shares were awarded. During the year ended March 31, 2017, no restricted shares were awarded. The compensation expense related to restricted stock awards was $1,517 during the year ended March 31, 2018, and $0 during the year ended March 31, 2017. As of March 31, 2018, there was $6,669 of total unrecognized compensation cost related to nonvested shares of restricted stock granted. The cost is expected to be recognized over a weighted average period of 2.3 years. Stock-based compensation expense for the cost of the awards granted is based on the grant-date fair value. For stock option awards, the fair value is estimated at the date of grant using the Black-Scholes option-pricing model. This model requires the input of highly subjective assumptions, changes to which can materially affect the fair value estimate. Additionally, there may be other factors that would otherwise have a significant effect on the value of employee stock options granted but are not considered by the model. Accordingly, while management believes that the Black-Scholes option-pricing model provides a reasonable estimate of fair value, the model does not necessarily provide the best single measure of fair value for the Company's employee stock options. The following is a summary of stock option activity for year ended March 31, 2018: Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (In Years) Aggregate Intrinsic Value Outstanding, beginning of year - $ - - $ - Granted 360,000 1.98 2.76 1,753 Exercised - - - - Forfeited/cancelled/expired - - - - Outstanding, at March 31, 2018 360,000 $ 1.98 2.76 $ 1,753 Exercisable at March 31, 2018 - $ - - $ - The table below summarizes the activity for the Company's restricted stock outstanding during the year ended March 31, 2018: Shares Weighted Average Fair Value Outstanding, beginning of year $ - $ - Granted 3,900,000 8,190 Vested - - Forfeited/cancelled/expired - - Outstanding, at December 31, 2017 3,900,000 $ 8,190 |
27. Acquisitions
27. Acquisitions | 12 Months Ended |
Mar. 31, 2018 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisition of Freedom CY The Company agreed to acquire Freedom CY from Mr. Turlov on November 23, 2015, subject to certain closing conditions, including receipt of all required regulatory approvals to transfer ownership of Freedom CY. As disclosed in Note 1, the final condition to closing was completed on November 1, 2017 and on November 10, 2017, the Company issued 12,758,011 shares of restricted common stock to Mr. Turlov in exchange for his 100% equity interest in Freedom CY and the securities brokerage and financial services business conducted by it in Cyprus, and Freedom CY became a wholly owned subsidiary of the Company. When preparing the consolidated financial statements for the year ended March 31, 2018, management determined that certain amounts included in the Company’s March 31, 2017, consolidated financial statements required revision, due to closing of the acquisition of Freedom CY on November 1, 2017, which was deemed to be entity under common control with the Company. Acquisition of Freedom UA: On November 1, 2017 (the Acquisition Date), FRHC acquired 100% of the outstanding common shares and voting interest in Freedom UA in exchange for 387,700 shares of restricted common stock of the Company with the fair market value of $1,485. FRHC acquired Freedom UA to expand its existing securities brokerage business to the Ukrainian securities brokerage market. The Company believes it can take advantage of the synergies that exist between its current expertise and infrastructure and Freedom UA’s existing business to rapidly expand the Company’s presence in the Ukrainian financial services industry. As of the Acquisition Date, the fair value of Freedom UA was $653. For the five months ended March 31, 2018, net loss of Freedom UA totaled $53. The total purchase price was allocated as follows: Purchase price allocation As of November 1, 2017 Assets: Cash and cash equivalents $ 432 Trading securities 6 Fixed assets 88 Customer list 176 Brokerage and other receivables 947 Other assets 3 Total assets $ 1,652 Liabilities: Customer liabilities $ 997 Trade payables 1 Other liabilities 1 Total liabilities $ 999 Net assets acquired $ 653 Goodwill 832 Total purchase price $ 1,485 |
28. Reverse Stock Split
28. Reverse Stock Split | 12 Months Ended |
Mar. 31, 2018 | |
Reverse Stock Split | |
Reverse Stock Split | On September 6, 2017, the Company effected a one-share-for-twenty-five-shares reverse stock split of its common stock. All share and earnings per share information has been retroactively adjusted to reflect the stock split. The effect of this stock split on the Company’s earnings per share is as follows: Year ended March 31, 2018 Year ended March 31, 2017 (Recast) Basic and diluted net income per common share: Net income before noncontrolling interests $ 19,233 $ 6,296 Net income per common share - basic (in US dollars) $ 0.58 $ 0.56 Net income per common share - diluted (in US dollars) $ 0.58 $ 0.56 Shares used in the calculation of net income per common share: Basic 33,249,013 11,213,926 Diluted 33,393,877 11,213,926 |
29. Commitments and Contingent
29. Commitments and Contingent Liabilities | 12 Months Ended |
Mar. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingent Liabilities | The table below shows approximate lease commitments and other contingent liabilities of the Company as of March 31, 2018: Contractual obligations Total Less than 1 year 2-3 years After 3 years Office leases(1) $ 6,841 $ 4,275 $ 1,790 $ 776 TOTAL $ 6,841 $ 4,275 $ 1,790 $ 776 (1) The Company has number of lease agreements for office spaces in different locations. In general, all agreements are made for a one-year period with extension or termination provisions, except two lease agreements with longer lease terms. The Company’s rent expense for office space was $2,618 and $1,263 for the year ended March 31, 2018 and 2017, respectively. |
30. Subsequent Events
30. Subsequent Events | 12 Months Ended |
Mar. 31, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | The Company evaluated all material events and transactions that occurred after March 31, 2018 through June 29, 2018. Other than as disclosed below, during this period the Company did not have any additional material recognizable subsequent events. On April 12, 2018 Freedom KZ completed the acquisition of brokerage company JSC Asyl Invest (“Asyl”). Asyl was 100% controlled by the Company’s shareholder Timur Turlov. The consideration for closing of the sale was $2,250 which was equal to the fair value of the net assets received by the Company as result of the acquisition. On May 28, 2018 Freedom RU completed the acquisition of brokerage company LLC Nettrader (“Nettrader”). Nettrader was 100% controlled by the Company’s shareholder Timur Turlov. The consideration for closing of the sale was $3,816 which equals to the fair value of the net assets received by the Company as result of the acquisition. On June 4, 2018 Freedom KZ placed USD – Denominated bonds issued under Kazakhstan law. The total placement amount is $29.4 million with 8% fixed coupon rate and a maturity date of June 2021. |
2. Summary of Significant Acc37
2. Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Accounting principles | The Company’s accounting policies and accompanying consolidated financial statements conform to accounting principles generally accepted in the United States of America (US GAAP). These financial statements have been prepared on the accrual basis of accounting. |
Basis of presentation | The Company’s consolidated financial statements present the consolidated accounts of FRHC, FFIN, Freedom RU, Freedom KZ, FFIN Bank, Freedom CY, Freedom UA, Freedom UZ, LLC First Stock Store (“Freedom 24”) and Branch Office of LLC IC Freedom Finance in Kazakhstan (“KZ Branch”). All significant inter-company balances and transactions have been eliminated from the consolidated financial statements. |
Use of estimates | The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Management believes that the estimates utilized in preparing its financial statements are reasonable and prudent. Actual results could differ from those estimates. |
Revenue and expense recognition | The Company earns interest and noninterest income from its proprietary trading accounts from various sources, including: ● Securities, derivatives and foreign exchange activities; ● Reverse repurchase agreements; and ● Bank deposits. Revenue earned on interest-earning assets, including unearned income and the amortization/ accretion of premiums or discounts recognized on debt securities, bank deposits and loans issued is recognized based on the constant effective yield of the financial instrument or based on other applicable accounting guidance. Gains and losses on the sale of securities and certain derivatives are recognized on a trade-date basis. The Company earns fees and commissions from its customers from: ● Providing brokerage services; ● Providing banking services (money transfers, foreign exchange operations and other); and ● Agency fees. The Company also earns revenues from investment banking, underwriting, market making, and bondholders’ representation services. Service charges on brokerage, banking, agency, investment banking and market making services, are recognized when earned. Brokerage fees are recognized on a trade-date basis. The Company recognizes revenue when four basic criteria have been met: ● Existence of persuasive evidence that an arrangement exists; ● Delivery has occurred or services have been rendered; ● The seller’s price to the buyer is fixed and determinable; and ● Collectability is reasonably assured. |
Derivative financial instruments | In the normal course of business, the Company invests in various derivative financial contracts including futures. Derivatives are initially recognized at fair value at the date a derivative contract is entered into and are subsequently re-measured to their fair value at each reporting date. The fair values are estimated based on quoted market prices or pricing models that take into account the current market and contractual prices of the underlying instruments and other factors. Derivatives are carried as assets when their fair value is positive and as liabilities when it is negative. Derivatives are included in assets and liabilities at fair value through profit or loss in the consolidated balance sheet. The Company purchases foreign currency futures contracts from financial institutions to minimize the risk caused by foreign currency fluctuation on its foreign currency receivables and payables and also purchases foreign currency futures contracts for speculative purposes. Futures are traded on the Kazakhstan Stock Exchange and represent commitments to purchase or sell a particular foreign currency at a future date and at a specific price. All gains and losses on foreign currency contracts were realized during the year ended March 31, 2018, and are included in net gain on derivatives in the Consolidated Statements of Operations and Statements of Other Comprehensive Income. |
Functional currency | Management has adopted ASC 830, Foreign Currency Translation Matters as it pertains to its foreign currency translation. The Company’s functional currencies are the Russian ruble, European euro, Ukrainian hryvnia, Uzbekistani som and Kazakhstani tenge, and its reporting currency is the US dollar. Monetary assets and liabilities denominated in foreign currencies are translated into US dollars using the exchange rate prevailing at the balance sheet date. Non-monetary assets and liabilities denominated in foreign currencies are translated at rates of exchange in effect at the date of the transaction. Average monthly rates are used to translate revenues and expenses. Gains and losses arising on translation or settlement of foreign currency denominated transactions or balances are included in revenue. The functional currencies of our operating subsidiaries are the Russian ruble, European euro, Ukrainian hryvnia, Uzbekistani som and the Kazakhstani tenge. For financial reporting purposes, those currencies are translated into USD as the reporting currency. Assets and liabilities are translated at the exchange rate in effect at the balance sheet dates. Revenues and expenses are translated at the average rate of exchange prevailing during the reporting period. Translation adjustments arising from the use of different exchange rates from period to period are included as a component of stockholders’ equity as “Accumulated other comprehensive income/(loss)” reserve. |
Cash and cash equivalents | Cash and cash equivalents are generally comprised of certain highly liquid investments with maturities of three months or less at the date of purchase. Cash and cash equivalents include reverse repurchase agreements which are recorded at the amounts at which the securities were acquired or sold plus accrued interest. |
Securities reverse repurchase and repurchase agreements | A reverse repurchase agreement is a transaction in which the Company purchases financial instruments from a seller, typically in exchange for cash, and simultaneously enters into an agreement to resell the same or substantially the same financial instruments to the seller for an amount equal to the cash or other consideration exchanged plus interest at a future date. Securities purchased under reverse repurchase agreements are accounted for as collateralized financing transactions and are recorded at the contractual amount for which the securities will be resold, including accrued interest. Financial instruments purchased under reverse repurchase agreements are recorded in the financial statements as cash placed on deposit collateralized by securities and classified as cash and cash equivalents in the Consolidated Balance Sheets. A repurchase agreement is a transaction in which the Company sells financial instruments to another party, typically in exchange for cash, and simultaneously enters into an agreement to reacquire the same or substantially the same financial instruments from the buyer for an amount equal to the cash or other consideration exchanged plus interest at a future date. These agreements are accounted for as collateralized financing transactions. The Company retains the financial instruments sold under repurchase agreements and classifies them as trading securities in the Consolidated Balance Sheets. The consideration received under repurchase agreements is classified as securities repurchase agreement obligations in the Consolidated Balance Sheets. The Company enters into reverse repurchase agreements, repurchase agreements, securities borrowed and securities loaned transactions to, among other things, acquire securities to leverage and grow its proprietary trading portfolio, cover short positions and settle other securities obligations, to accommodate customers’ needs and to finance its inventory positions. The Company enters into these transactions in accordance with normal market practice. Under standard terms for repurchase transactions, the recipient of collateral has the right to sell or repledge the collateral, subject to returning equivalent securities on settlement of the transaction. |
Available-for-sale securities | Financial assets categorized as available-for-sale (“AFS”) are non-derivatives that are either designated as available-for-sale or not classified as (a) loans and receivables, (b) held to maturity investments or (c) trading securities. Listed shares and listed redeemable notes held by the Company that are traded in an active market are classified as AFS and are stated at fair value. The Company has investments in unlisted shares that are not traded in an active market but that are also classified as investments AFS and stated at fair value (because Company management considers that fair value can be reliably measured). Gains and losses arising from changes in fair value are recognized in other comprehensive income and accumulated in the Accumulated other comprehensive income/(loss), with the exception of other-than-temporary impairment losses, interest calculated using the effective interest method, dividend income and foreign exchange gains and losses are recognized in the Consolidated Statements of Operations and Statements of other Comprehensive Income. Where the investment is disposed of or is determined to be impaired, the cumulative gain or loss previously accumulated in the investments revaluation reserve is reclassified to profit or loss. |
Trading securities | Financial assets are classified as trading securities if the financial asset has been acquired principally for the purpose of selling it in the near term. Trading securities are stated at fair value, with any gains or losses arising on remeasurement recognized in revenue. Changes in fair value are recognized in the Consolidated Statements of Operations and Statements of Other Comprehensive Income and included in net gain/(loss) on trading securities. Interest earned and dividend income are recognized in the Consolidated Statements of Operations and Statements of Other Comprehensive Income and included in interest income, according to the terms of the contract and when the right to receive the payment has been established. Investments in nonconsolidated managed funds are accounted for at fair value based on the net asset value (“NAV”) of the funds provided by the fund managers with gains or losses included in net gain on trading securities in the Consolidated Statements of Operations and Statements of Other Comprehensive Income. |
Debt securities issued | Debt securities issued are initially recognized at the fair value of the consideration received, less directly attributable transaction costs. Subsequently, amounts due are stated at amortized cost and any difference between net proceeds and the redemption value is recognized over the period of the borrowings using the effective interest method. If the Company purchases its own debt, it is removed from the Consolidated Balance Sheets and the difference between the carrying amount of the liability and the consideration paid is recognized in the Consolidated Statements of Operations and Statements of Other Comprehensive Income. |
Brokerage and other receivables | Brokerage and other receivables comprise commissions and receivables related to the securities brokerage and banking activity of the Company. At initial recognition, brokerage and other receivables are recognized at fair value. Subsequently, brokerage and other receivables are carried at cost net of any allowance for impairment losses. |
Derecognition of financial assets | A financial asset (or, where applicable a part of a financial asset or a part of a group of similar financial assets) is derecognized where all of the following conditions are met: ● The transferred financial assets have been isolated from the Company - put presumptively beyond the reach of the Company and its creditors, even in bankruptcy or other receivership. ● The Company has rights to pledge or exchange financial assets. ● The Company or its agents do not maintain effective control over the transferred financial assets or third-party beneficial interests related to those transferred assets. Where the Company has not met the asset derecognition conditions above, it continues to recognize the asset to the extent of its continuing involvement. |
Impairment of long lived assets | In accordance with the accounting guidance for the impairment or disposal of long-lived assets, the Company periodically evaluates the carrying value of long-lived assets to be held and used when events and circumstances warrant such a review. The carrying value of a long-lived asset is considered impaired when the fair value from such asset is less than its carrying value. In that event, a loss is recognized based on the amount by which the carrying value exceeds the fair value of the long-lived asset. Fair value is determined primarily using the anticipated cash flows discounted at a rate commensurate with the risk involved. Losses on long-lived assets to be disposed of are determined in a similar manner, except that fair values are reduced for the cost of disposal. As of March 31, 2018 and March 31, 2017, the Company had not recorded any charges for impairment of long-lived assets. |
Impairment of goodwill | As of March 31, 2018 and March 31, 2017, goodwill recorded in the Company’s Consolidated Balance Sheets totaled $1,798 and $981, respectively. The Company performs an impairment review at least annually, unless indicators of impairment exist in interim periods. The impairment test for goodwill uses a two-step approach. Step one compares the estimated fair value of a reporting unit with goodwill to its carrying value. If the carrying value exceeds the estimated fair value, step two must be performed. Step two compares the carrying value of the reporting unit to the fair value of all of the assets and liabilities of the reporting unit as if the reporting unit was acquired in a business combination. If the carrying amount of a reporting unit's goodwill exceeds the implied fair value of its goodwill, an impairment loss is recognized in an amount equal to the excess. In its annual goodwill impairment test, the Company estimated the fair value of the reporting unit based on the income approach (also known as the discounted cash flow method) and determined the fair value of the Company’s goodwill exceeded the carrying amount of the Company’s goodwill. |
Income taxes | The Company recognizes deferred tax liabilities and assets based on the difference between the financial statements and tax basis of assets and liabilities using the enacted tax rates in effect for the year in which the differences are expected to reverse. The measurement of deferred tax assets is reduced, if necessary, by the amount of any tax benefits that, based on available evidence, are not expected to be realized. Current income tax expenses are provided for in accordance with the laws of the relevant taxing authorities. As part of the process of preparing financial statements, the Company is required to estimate its income taxes in each of the jurisdictions in which it operates. The Company accounts for income taxes using the asset and liability approach. Under this method, deferred income taxes are recognized for tax consequences in future years based on differences between the tax bases of assets and liabilities and their reported amounts in the financial statements at each year-end and tax loss carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates applicable for the differences that are expected to affect taxable income. The Company will include interest and penalties arising from the underpayment of income taxes in the provision for income taxes. As of March 31, 2018 and March 31, 2017, the Company had no accrued interest or penalties related to uncertain tax positions. On December 22, 2017, the U.S. bill commonly referred to as the Tax Cuts and Jobs Act (“Tax Reform Act”) was enacted, which significantly changes U.S. tax law by, among other things, lowering corporate income tax rates, implementing a territorial tax system and imposing a repatriation tax on deemed repatriated earnings of foreign subsidiaries. The Tax Reform Act permanently reduces the U.S. corporate income tax rate from a maximum of 35% to a flat 21% rate, effective January 1, 2018. The Tax Reform Act also provided for a one-time deemed repatriation of post-1986 undistributed foreign subsidiary earnings and profits (“E&P”) through the year ended December 31, 2017. The Global Intangible Low-Taxed Income ("GILTI") provisions of the Tax Reform Act require the Company to include in its U.S. income tax return foreign subsidiary earnings in excess of an allowable return on the foreign subsidiary’s tangible assets. The Company may be subject to incremental U.S. tax on GILTI income beginning in 2018, depending upon expense allocations and the applicable U.S. foreign tax credit rules. The Company has elected to account for GILTI tax in the period in which it is incurred, and therefore has not provided any deferred tax impacts of GILTI in its consolidated financial statements for the year ended March 31, 2018. On December 22, 2017, the SEC staff issued Staff Accounting Bulletin No. 118 (“SAB 118”) to address the application of U.S. GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Tax Reform Act. The Company has considered the provisional tax impacts related to deemed repatriated earnings and the benefit for the revaluation of deferred tax assets and liabilities, on its consolidated financial statements for the periods ended March 31, 2018. The final impact may differ from these provisional amounts, possibly materially, due to, among other things, additional analysis, changes in interpretations and assumptions the Company has made, additional regulatory guidance that may be issued, and actions the Company may take as a result of the Tax Reform Act. In accordance with SAB 118 the financial reporting impact of the Tax Reform Act will be completed in the fourth quarter of 2018. |
Financial instruments | Financial instruments are carried at fair value as described below. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either in the principal market for the asset or liability, or in the absence of a principal market, in the most advantageous market for the asset or liability. Fair value is the current bid price for financial assets, current ask price for financial liabilities and the average of current bid and ask prices when the Company is both in short and long positions for the financial instrument. A financial instrument is regarded as quoted in an active market if quoted prices are readily and regularly available from an exchange or other institution and those prices represent actual and regularly occurring market transactions on an arm’s length basis. |
Leases | Rent payable under operating leases is charged to expense on a straight-line basis over the term of the relevant lease. |
Fixed assets | Fixed assets are carried at cost, net of accumulated depreciation. Maintenance, repairs, and minor renewals are expensed as incurred. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, which range between three and seven years. |
Advertising expense | For the years ended March 31, 2018 and 2017, the Company had expenses related to advertising in the amount of $1,011 and $866, respectively. All costs associated with advertising are expensed in the period incurred. |
Recent accounting pronouncements | In June 2016, the FASB issued the ASU 2016-13 Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. Among other things, the amendments in this ASU require the measurement of all expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions and reasonable and supportable forecasts. Financial institutions and other organizations will now use forward-looking information to better inform their credit loss estimates. Many of the loss estimation techniques applied today will still be permitted, although the inputs to those techniques will change to reflect the full amount of expected credit losses. The ASU also requires additional disclosures related to estimates and judgments used to measure all expected credit losses. The new guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early application will be permitted for all organizations for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. The Company is currently evaluating the impact of the adoption of this ASU on the consolidated financial statements. In May 2017, the FASB issued ASU No. 2017-09, “Compensation—Stock Compensation (Topic 718)” (“ASU 2017-09”). ASU 2017-09 provides clarity in order to reduce both (1) diversity in practice and (2) cost and complexity when applying the guidance in Topic 718, Compensation—Stock Compensation, to a change to the terms or conditions of a share-based payment award. Under the new guidance, modification accounting is required only if the fair value, the vesting conditions, or the classification of the award (as equity or liability) changes as a result of the change in terms or conditions. The guidance is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2017. Early adoption is permitted, including adoption in any interim period. In July 2017, the FASB issued ASU No. 2017-11, “Earnings Per Share (Topic 260)-Distinguishing Liabilities from Equity (Topic 480)-Derivatives and Hedging (Topic 815)”. This ASU addresses narrow issues identified as a result of the complexity associated with applying US GAAP for certain financial instruments with characteristics of liabilities and equity. The amendments in Part I of this update that relate to liability or equity classification of financial instruments (or embedded features) affect all entities that issue financial instruments (for example, warrants or convertible instruments) that include down round features. When determining whether certain financial instruments should be classified as liabilities or equity instruments, a down round feature no longer precludes equity classification when assessing whether the instrument is indexed to an entity’s own stock. The amendments also clarify existing disclosure requirements for equity-classified instruments. As a result, a freestanding equity-linked financial instrument (or embedded conversion option) no longer would be accounted for as a derivative liability at fair value as a result of the existence of a down round feature. For freestanding equity classified financial instruments, the amendments require entities that present earnings per share (EPS) in accordance with Topic 260 to recognize the effect of the down round feature when it is triggered. That effect is treated as a dividend and as a reduction of income available to common shareholders in basic EPS. For public business entities, the amendments in Part I of this ASU No. 2017-11 are effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. Early adoption is permitted for all entities. The Company is currently evaluating the impact of the new guidance on its consolidated financial statements. In August 2017, the FASB issued ASU No. 2017-12, Derivatives and Hedging (Topic 815) Targeted Improvements to Accounting for Hedging Activities. The amendments in this update better align an entity’s risk management activities and financial reporting for hedging relationships through changes to both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results. To meet that objective, the amendments expand and refine hedge accounting for both nonfinancial and financial risk components and align the recognition and presentation of the effects of the hedging instrument and the hedged item in the financial statements. The amendments in this update apply to any entity that elects to apply hedge accounting in accordance with current GAAP. For public business entities, the amendments in this Update are effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early application is permitted in any interim period after issuance of the update. The Company is currently evaluating the impact of the new guidance on its consolidated financial statements. In September 2017, the FASB issued ASU 2017-13, Revenue from Contracts with Customers (Topic 606) and Leases (Topic 842). The main objective of this pronouncement is to clarify the effective date of the adoption of ASC Topic 606 and ASC Topic 842 and the definition of public business entity as stipulated in ASU 2014-09 and ASU 2016-02. ASU 2014-09 provides that a public business entity and certain other specified entities adopt ASC Topic 606 for annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period. All other entities are required to adopt ASC Topic 606 for annual reporting periods beginning after December 15, 2018, and interim reporting periods within annual reporting periods beginning after December 15, 2019. ASU 2016-12 requires that “a public business entity and certain other specified entities adopt ASC Topic 842 for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. All other entities are required to adopt ASC Topic 842 for fiscal years beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2020”. ASU 2017-13 clarifies that the SEC would not object to certain public business entities electing to use the non-public business entities effective dates for applying ASC 606 and ASC 842. ASU 2017-13, however, limits such election to certain public business entities that “otherwise would not meet the definition of a public business entity except for a requirement to include or inclusion of its financial statements or financial information in another entity’s filings with the SEC”. The Company expects that the adoption of this ASU will not have a material impact on its financial statements. In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-09, Revenue From Contracts With Customers (Topic 606) which creates a single, principle-based model for revenue recognition and expands and improves disclosures about revenue. The new guidance is effective for the Company beginning October 1, 2018, and must be adopted using either a full retrospective approach for all periods presented in the period of adoption or a modified retrospective approach. The Company is currently evaluating the potential impact of this standard on its financial statements which, (1) for investment banking advisory arrangements may change the timing of revenue recognition depending on the number and nature of the performance obligations identified, (2) for underwriting expenses and costs of advisory services and related reimbursement revenue may need to be recognized on a gross basis, and (3) for costs to obtain and fulfill a contract may need to be capitalized, amortized and reviewed regularly for impairment. In November 2017, the FASB issued ASU No. 2017-14, Income Statement—Reporting Comprehensive Income (Topic 220), Revenue Recognition (Topic 605), and Revenue from Contracts with Customers (Topic 606). A new Accounting Standards Update (“ASU”) features amendments to select Securities and Exchange Commission (“SEC”) paragraphs under the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”). Issued as ASU No. 2017-14, Income Statement—Reporting Comprehensive Income (Topic 220), Revenue Recognition (Topic 605), and Revenue from Contracts with Customers (Topic 606), the standard amends the Accounting Standards Codification to incorporate the SEC guidance. In January 2018, the FASB issued ASU No. 2018-02, Income Statement-Reporting Comprehensive Income (Topic 220) - Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. The amendments in this Update allow a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act. Consequently, the amendments eliminate the stranded tax effects resulting from the Tax Cuts and Jobs Act and will improve the usefulness of information reported to financial statement users. However, because the amendments only relate to the reclassification of the income tax effects of the Tax Cuts and Jobs Act, the underlying guidance that requires that the effect of a change in tax laws or rates be included in income from continuing operations is not affected. The amendments in this Update also require certain disclosures about stranded tax effects. The amendments in this Update are effective for all entities for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. In February 2018, the FASB issued ASU No. 2018-03 Technical Corrections and Improvements to Financial Instruments–Overall (Subtopic 825-10) - Recognition and Measurement of Financial Assets and Financial Liabilities. ASU 2018-03 provides reporting entities with the option to move from the measurement alternative to fair value through current earnings but stipulates that once the voluntary election is made to stop using the measurement alternative it can no longer be applied to any identical or similar investment from the same issuer. ASU 2018-03 also clarifies that when applying the measurement alternative to equity investments that do not have a readily determinable fair value the equity investment is remeasured to its fair value as of the date of the observable price/transaction. ASU 2018-03 is effective for fiscal years beginning after December 15, 2017, and interim periods beginning after June 15, 2018, but may be adopted concurrently with ASU 2016-01.The Company will be adopting ASU 2016-01 and ASU 2018-03 concurrently on June 15, 2018. The Company is currently evaluating the adoption impact of these standards, including whether to elect the measurement alternative for the investment in unregistered shares. The Company does not expect the impact of adoption to be material to the consolidated financial statements. In January 2016, the FASB issued accounting pronouncement (FASB ASU 2016-01) related to financial instruments (FASB ASC Subtopic 825-10). This pronouncement, along with FASB 2018-03 issued in February 2018, requires that most equity investments be measured at fair value, with subsequent changes in fair value recognized in net earnings. The pronouncements also impact financial liabilities under the fair value option and the presentation and disclosure requirements for financial instruments. The changes are effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2017. We do not expect it to have a material effect on our consolidated financial statements. In March 2018, the FASB issued ASU No. 2018-05, Income Taxes (Topic 740) - Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118, March 2018. In this Update the Accounting Standards Codification is amended to reflect Income Tax Accounting Implications of the Tax Cuts and Jobs Act. |
3. Revision of Financial Stat38
3. Revision of Financial Statement (Tables) | 12 Months Ended |
Mar. 31, 2018 | |
Accounting Changes and Error Corrections [Abstract] | |
Revision of financial statements | As of March 31, 2017 BALANCE SHEETS (RECAST) As previously reported Recast As recasted ASSETS Cash and cash equivalents $ 51 $ 22,565 $ 22,616 Restricted cash 8,534 4,215 12,749 Trading securities - 81,575 81,575 Available-for-sale securities, at fair value - 2 2 Brokerage and other receivables, net - 481 481 Loans issued - 65 65 Deferred tax assets - 1,026 1,026 Fixed assets, net 2 1,094 1,096 Goodwill - 981 981 Other assets, net - 772 772 TOTAL ASSETS $ 8,587 $ 112,776 $ 121,363 LIABILITIES AND STOCKHOLDERS’ EQUITY/(DEFICIT) Derivative liability $ - $ 495 $ 495 Loans received - 2 2 Debt securities issued - 3,459 3,459 Customer liabilities - 7,635 7,635 Current income tax liability - 149 149 Trade payables 206 334 540 Deferred distribution payments 8,534 - 8,534 Securities repurchase agreement obligation - 56,289 56,289 Other liabilities - 373 373 TOTAL LIABILITIES 8,740 68,736 77,476 STOCKHOLDERS’ EQUITY/(DEFICIT) Preferred stock - - - Common stock 280 (269 ) 11 Additional paid in capital 776 33,883 34,659 Retained earnings/(Accumulated deficit) (1,209 ) 17,363 16,154 Accumulated other comprehensive loss - (6,937 ) (6,937 ) TOTAL STOCKHOLDERS’ EQUITY/(DEFICIT) (153 ) 44,040 43,887 TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY $ 8,587 $ 112,776 $ 121,363 For the year ended March 31, 2017 STATEMENTS OF OPERATIONS AND STATEMENTS OF OTHER COMPREHENSIVE INCOME (RECAST) As previously reported Recast As recasted Revenue: Fee and commission income $ - $ 4,090 $ 4,090 Net gain on trading securities - 10,806 10,806 Interest income 4 2,002 2,006 Net gain on derivatives - 1,905 1,905 Net realized gain on investments available for sale - 276 276 Net gain on sale of fixed assets - 29 29 Net gain on foreign exchange operations - 274 274 TOTAL REVENUE, NET $ 4 $ 19,382 $ 19,386 Expense: Interest expense $ - $ 3,807 $ 3,807 Fee and commission expense - 346 346 Operating expense 582 8,669 9,251 Other expense, net - 210 210 TOTAL EXPENSE $ 582 $ 13,032 $ 13,614 NET INCOME/(LOSS) BEFORE INCOME TAX $ (578 ) $ 6,350 $ 5,772 Income tax benefit - 524 524 NET INCOME/(LOSS) BEFORE NONCONTROLLING INTERESTS $ (578 ) $ 6,874 $ 6,296 Less: Net income attributable to noncontrolling interest in subsidiary - 9 9 NET INCOME/(LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS $ (578 ) $ 6,865 $ 6,287 OTHER COMPREHENSIVE INCOME Changes in unrealized gain on investments available-for-sale, net of tax effect $ - $ 7 $ 7 Reclassification adjustment relating to available-for-sale investments disposed of in the period, net of tax effect - (276 ) (276 ) Foreign currency translation adjustments, net of tax - 4,465 4,465 COMPREHENSIVE INCOME/(LOSS) BEFORE NONCONTROLLING INTERESTS $ (578 ) $ 11,070 $ 10,492 Less: Comprehensive income attributable to noncontrolling interest in subsidiary - 9 9 COMPREHENSIVE INCOME/(LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS $ (578 ) $ 11,061 $ 10,483 |
4. Cash and Cash Equivalents (T
4. Cash and Cash Equivalents (Tables) | 12 Months Ended |
Mar. 31, 2018 | |
Cash and Cash Equivalents [Abstract] | |
Cash and cash equivalents | March 31, 2018 March 31, 2017 (Recast) Securities purchased under reverse repurchase agreements $ 26,320 $ 8,376 Current accounts with brokers 22,749 259 Current account with commercial banks 8,927 9,979 Petty cash in bank vault and on hand 2,712 1,476 Current account with Central Depository (Kazakhstan) 1,256 986 Current account with National Settlement Depository (Russia) 1,242 696 Current account with Central Bank (Russia) 980 645 Accounts with stock exchange 214 8 Current account in clearing organizations 131 191 Total cash and cash equivalents $ 64,531 $ 22,616 |
Securities purchased under agreement to resell | March 31, 2018 Interest rates and remaining contractual maturity of the agreements Average Interest rate Up to 30 days 30-90 days Total Securities purchased under reverse repurchase agreements Corporate equity 14.68 % $ 10,026 $ 15,572 $ 25,598 Corporate debt 14.96 % 521 201 722 Total $ 10,547 $ 15,773 $ 26,320 March 31, 2017 (Recast) Interest rates and remaining contractual maturity of the agreements Average Interest rate Up to 30 days 30-90 days Total Securities purchased under reverse repurchase agreements Corporate equity 19.56 % $ 8,346 $ 25 $ 8,371 Corporate debt 24.00 % 5 - 5 Total $ 8,351 $ 25 $ 8,376 |
5. Restricted Cash (Tables)
5. Restricted Cash (Tables) | 12 Months Ended |
Mar. 31, 2018 | |
Restricted Cash [Abstract] | |
Schedule of restricted cash | March 31, 2018 March 31, 2017 (Recast) Deferred distribution payments $ 8,534 $ 8,534 Brokerage customers’ cash 4,847 4,169 Guaranty deposits 175 - Reserve with Central Bank of Russia 115 46 Total restricted cash 13,671 $ 12,749 |
6. Trading and Available-For-41
6. Trading and Available-For-Sale Securities at Fair Value (Tables) | 12 Months Ended |
Mar. 31, 2018 | |
Trading Securities [Abstract] | |
Schedule of trading securities | March 31, 2018 March 31, 2017 (Recast) Equity securities $ 177,063 $ 71,697 Debt securities 34,986 9,877 Mutual investment funds 270 1 Total trading securities $ 212,319 $ 81,575 Equity securities $ 2 $ 2 Total available- for-sale securities, at fair value $ 2 $ 2 |
Assets at fair value on a recurring basis | Fair Value Measurements at March 31, 2018 using Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant unobservable units March 31, 2018 (Level 1) (Level 2) (Level 3) Equity securities $ 177,063 $ 177,063 $ - $ - Debt securities 34,986 34,986 - - Mutual investment funds 270 270 - - Total trading securities $ 212,319 $ 212,319 $ - $ - Fair Value Measurements at March 31, 2017 (recast) using Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant unobservable units March 31, 2017 (Recast) (Level 1) (Level 2) (Level 3) Equity securities $ 71,697 $ 71,697 $ - $ - Debt securities 9,877 9,663 214 - Mutual investment funds 1 1 - - Total trading securities $ 81,575 $ 81,361 $ 214 $ - March 31, 2018 Assets measured at amortized cost Unrealized gain accumulated in other comprehensive income Assets measured at fair value Equity securities $ 1 $ 1 $ 2 Available-for-sale securities, at fair value $ 1 $ 1 $ 2 March 31, 2017 (Recast) Assets measured at amortized cost Unrealized gain accumulated in other comprehensive income Assets measured at fair value Equity securities $ 1 $ 1 $ 2 Available-for-sale securities, at fair value $ 1 $ 1 $ 2 |
7. Brokerage and Other Receiv42
7. Brokerage and Other Receivables, Net (Tables) | 12 Months Ended |
Mar. 31, 2018 | |
Receivables [Abstract] | |
Brokerage and other receivables | March 31, 2018 March 31, 2017 (Recast) Margin lending receivables $ 14,753 $ - Receivable from purchase or sale of securities 4,905 - Bank commissions receivable 1,016 260 Receivables from brokerage clients 659 208 Bonds coupon receivable 119 - Receivable for underwriting market-making services 72 68 Other receivables 8 10 Allowance for receivables (423 ) (65 ) Total brokerage and other receivables, net $ 21,109 $ 481 |
9. Deferred Tax Assets (Tables)
9. Deferred Tax Assets (Tables) | 12 Months Ended |
Mar. 31, 2018 | |
Deferred Tax Assets, Net [Abstract] | |
Deferred tax assets and liabilities | March 31, 2018 March 31, 2017 (Recast) Deferred tax assets: Tax losses carryforward $ 2,937 $ 2,398 Accrued liabilities 49 20 Revaluation on trading securities 88 76 Stock compensation expenses 405 - Valuation allowance (2,433 ) (1,468 ) Deferred tax assets $ 1,046 $ 1,026 Deferred tax liabilities: Revaluation on trading securities $ 387 $ - Deferred tax liabilities $ 387 $ - Net deferred tax assets $ 659 $ 1,026 |
Schedule of income tax expense/benefit | Year ended March 31, 2018 Year ended March 31, 2017 (Recast) Profit before tax at 34% $ 6,702 $ 2,321 Nontaxable gains (7,129 ) (6,114 ) Provision for impairment losses 81 - Impact of Tax Reform 190 - Foreign tax rate differential 30 288 Other differences 127 2,189 Valuation allowance 478 792 Income tax provision/(benefit) $ 479 $ (524 ) Year ended March 31, 2018 Year ended March 31, 2017 (Recast) Current income tax charge $ 131 $ 543 Deferred income tax charge/(benefit) 348 (1,067 ) Income tax provision/(benefit) $ 479 $ (524 ) |
10. Fixed Assets, Net (Tables)
10. Fixed Assets, Net (Tables) | 12 Months Ended |
Mar. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Schedule of fixed assets | March 31, 2018 March 31, 2017 (Recast) Processing and storage data centers $ 617 $ - Office equipment 664 141 Intangible assets 586 125 Vehicles 419 366 Buildings 392 694 Furniture 375 201 Capital expenditures on lease improvement 17 44 Other 117 131 Less: Accumulated depreciation and amortization (825 ) (606 ) Total fixed assets $ 2,362 $ 1,096 |
11. Other Assets, Net (Tables)
11. Other Assets, Net (Tables) | 12 Months Ended |
Mar. 31, 2018 | |
Other Assets [Abstract] | |
Schedule of other assets | March 31, 2018 March 31, 2017 (Recast) Prepaid expenses $ 1,598 $ 338 Advances paid for leasehold improvements 1,057 - Rent guarantee deposit 965 - Current income tax asset 365 - Taxes other than income taxes 98 33 Guaranty deposit 75 46 Prepaid insurance 26 - Due from banks 3 1 Other 365 360 4,552 778 Allowance for other assets (58 ) (6 ) Other assets, net $ 4,494 $ 772 |
14. Loans Received (Tables)
14. Loans Received (Tables) | 12 Months Ended |
Mar. 31, 2018 | |
Loans Receivable, Net [Abstract] | |
Schedule of loans received | Company Lender March 31, 2018 Interest rate Term Maturity date JSC Freedom Finance JSC AsiaCreditBank $ 7,044 7 % 1 year 2/5/2019 FFINEU Investments Limited D-FINANCE Inc. $ 99 1 % 1 year 12/11/2018 Total $ 7,143 |
15. Debt Securities Issued (Tab
15. Debt Securities Issued (Tables) | 12 Months Ended |
Mar. 31, 2018 | |
Debt Securities Issued | |
Debt securities issued | March 31, 2018 March 31, 2017 (Recast) Debt securities issued denominated in USD $ 9,639 $ - Debt securities issued denominated in KZT 1,010 3,385 Accrued interest 191 74 Total $ 10,840 $ 3,459 |
16. Customer Liabilities (Table
16. Customer Liabilities (Tables) | 12 Months Ended |
Mar. 31, 2018 | |
Customer Liabilities | |
Customer liabilities | March 31, 2018 March 31, 2017 (Recast) Brokerage customers $ 12,549 $ 4,167 Banking customers 9,306 3,468 Total $ 21,855 $ 7,635 |
17. Trade Payables (Tables)
17. Trade Payables (Tables) | 12 Months Ended |
Mar. 31, 2018 | |
Accounts Payable [Abstract] | |
Schedule of trade payables | March 31, 2018 March 31, 2017 (Recast) Margin lending payable $ 6,604 $ - Trade payable for securities purchased 1,065 - Guaranty fee received 709 - Payable for acquisition of servers 395 - Payables to suppliers of goods and services 151 272 Related party payable - 261 Other 74 7 Total $ 8,998 $ 540 |
18. Securities Repurchase Agr50
18. Securities Repurchase Agreement Obligation (Tables) | 12 Months Ended |
Mar. 31, 2018 | |
Securities Repurchase Agreement Obligations | |
Securities under repurchase agreement obligations | March 31, 2018 Interest rates and remaining contractual maturity of the agreements Average interest rate Up to 30 days 30-90 days Over 90 days Total Securities sold under repurchase agreements Corporate equity 12.04 % $ 109,821 $ 8,960 $ 7,149 $ 125,930 Corporate debt 10.64 % 24,257 2,023 — 26,280 Non-US sovereign debt 8.54 % 2,565 — — 2,565 Total securities sold under repurchase agreements $ 136,643 $ 10,983 $ 7,149 $ 154,775 March 31, 2017 (Recast) Interest rate and remaining contractual maturity of the agreements Average interest rate Overnight and continuous Up to 30 days 30-90 days Total Securities sold under repurchase agreements Corporate equity 13.08 % $ — $ 29,926 $ 956 $ 30,882 Corporate debt 11.83 % 14,484 10,923 — 25,407 Total securities sold under repurchase agreements $ 14,484 $ 40,849 $ 956 $ 56,289 |
19. Other Liabilities (Tables)
19. Other Liabilities (Tables) | 12 Months Ended |
Mar. 31, 2018 | |
Other Liabilities [Abstract] | |
Schedule of other liabilities | March 31, 2018 March 31, 2017 (Recast) Unused vacation reserve $ 537 $ 219 Advance received for sale of fixed asset 288 - Salaries and other employee benefits 247 - Taxes payable other than income tax 127 141 Other 120 13 Total $ 1,319 $ 373 |
20. Fee and Commission Income52
20. Fee and Commission Income/(Expense) (Tables) | 12 Months Ended |
Mar. 31, 2018 | |
Fees and Commissions [Abstract] | |
Schedule of fee and commission income/expense | Year ended March 31, 2018 Year ended March 31, 2017 (Recast) Fee and commission income: Brokerage services $ 5,181 $ 878 Bank services 3,419 1,100 Underwriting services 1,911 428 Agency fees - 1,561 Other commission income 285 123 Total fee and commission income $ 10,796 $ 4,090 Fee and commission expense: Bank services $ 1,483 $ 203 Brokerage services 239 35 Exchange services 189 78 Central Depository services 155 30 Total fee and commission expense $ 2,066 $ 346 |
21. Net Gain on Trading Secur53
21. Net Gain on Trading Securities (Tables) | 12 Months Ended |
Mar. 31, 2018 | |
Gain (Loss) on Investments [Abstract] | |
Schedule of net gains on trading securities | Year ended March 31, 2018 Year ended March 31, 2017 (Recast) Net gain recognized during the period on trading securities sold during the period $ 17,314 $ 5,322 Net unrealized gain recognized during the reporting period on trading securities still held at the reporting date 16,432 5,484 Net gain recognized during the period on trading securities $ 33,746 $ 10,806 |
22. Net Interest Income_(Expe54
22. Net Interest Income/(Expense) (Tables) | 12 Months Ended |
Mar. 31, 2018 | |
Interest Income (Expense), Net [Abstract] | |
Schedule of interest income/expense | Year ended March 31, 2018 Year ended March 31, 2017 (Recast) Interest income: Interest income on financial assets recorded at amortized cost comprises: Interest income on reverse repurchase agreements and amounts due from banks $ 3,089 $ 655 Interest income on loans to customers 55 5 Total interest income on financial assets recorded at amortized cost $ 3,144 $ 660 Interest income on financial assets recorded at fair value through profit or loss comprises: Interest income on trading securities $ 5,040 $ 1,346 Total interest income on financial assets recorded at fair value through profit or loss 5,040 1,346 Total interest income $ 8,184 $ 2,006 Interest expense: Interest expense on financial liabilities recorded at amortized cost comprises: Interest expense on securities repurchase agreements $ 13,268 $ 3,518 Interest expense on debt securities issued 707 202 Interest expense on customer accounts and deposits 244 33 Interest expense on loans received 25 54 Total interest expense on financial liabilities recorded at amortized cost 14,244 3,807 Total interest expense $ 14,244 $ 3,807 Net interest expense $ (6,060 ) $ (1,801 ) |
23. Net Gain on Foreign Excha55
23. Net Gain on Foreign Exchange Operations (Tables) | 12 Months Ended |
Mar. 31, 2018 | |
Net Gain On Foreign Exchange Operations | |
Schedule of net gain on foreign exchange operations | Year ended March 31, 2018 Year ended March 31, 2017 (Recast) Translation difference $ 1,208 $ (812 ) Sales and purchases of foreign currency, dealing 642 1,086 Total net gain on foreign exchange operations $ 1,850 $ 274 |
26. Stock Based Compensation (T
26. Stock Based Compensation (Tables) | 12 Months Ended |
Mar. 31, 2018 | |
Share-based Compensation [Abstract] | |
Assumptions used | Term (years) 3 Volatility 165.33% Risk-free rate 1.66% |
Stock option activity | Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (In Years) Aggregate Intrinsic Value Outstanding, beginning of year - $ - - $ - Granted 360,000 1.98 2.76 1,753 Exercised - - - - Forfeited/cancelled/expired - - - - Outstanding, at March 31, 2018 360,000 $ 1.98 2.76 $ 1,753 Exercisable at March 31, 2018 - $ - - $ - |
Restricted stock activity | Shares Weighted Average Fair Value Outstanding, beginning of year $ - $ - Granted 3,900,000 8,190 Vested - - Forfeited/cancelled/expired - - Outstanding, at December 31, 2017 3,900,000 $ 8,190 |
27. Acquisitions (Tables)
27. Acquisitions (Tables) | 12 Months Ended |
Mar. 31, 2018 | |
Business Combinations [Abstract] | |
Purchase price allocation | Purchase price allocation As of November 1, 2017 Assets: Cash and cash equivalents $ 432 Trading securities 6 Fixed assets 88 Customer list 176 Brokerage and other receivables 947 Other assets 3 Total assets $ 1,652 Liabilities: Customer liabilities $ 997 Trade payables 1 Other liabilities 1 Total liabilities $ 999 Net assets acquired $ 653 Goodwill 832 Total purchase price $ 1,485 |
28. Reverse Stock Split (Tables
28. Reverse Stock Split (Tables) | 12 Months Ended |
Mar. 31, 2018 | |
Reverse Stock Split | |
Stock split effect | Year ended March 31, 2018 Year ended March 31, 2017 (Recast) Basic and diluted net income per common share: Net income before noncontrolling interests $ 19,233 $ 6,296 Net income per common share - basic (in US dollars) $ 0.58 $ 0.56 Net income per common share - diluted (in US dollars) $ 0.58 $ 0.56 Shares used in the calculation of net income per common share: Basic 33,249,013 11,213,926 Diluted 33,393,877 11,213,926 |
29. Commitments and Contingen59
29. Commitments and Contingent Liabilities (Tables) | 12 Months Ended |
Mar. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and contingencies | Contractual obligations Total Less than 1 year 2-3 years After 3 years Office leases(1) $ 6,841 $ 4,275 $ 1,790 $ 776 TOTAL $ 6,841 $ 4,275 $ 1,790 $ 776 (1) The Company has number of lease agreements for office spaces in different locations. In general, all agreements are made for a one-year period with extension or termination provisions, except two lease agreements with longer lease terms. |
2. Summary of Significant Acc60
2. Summary of Significant Accounting Policies (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | ||
Goodwill | $ 1,798 | ||
Advertising expense | $ 1,011 | ||
(Recast) | |||
Goodwill | [1] | $ 981 | |
Advertising expense | $ 866 | ||
[1] | See Notes 1 and 3 for information regarding recast amounts and basis of financial statement presentation. |
3. Revision of Financial Stat61
3. Revision of Financial Statement (Details) - USD ($) $ in Thousands | 12 Months Ended | |||||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2016 | [1] | |||
ASSETS | ||||||
Cash and cash equivalents | $ 64,531 | |||||
Restricted cash | 13,671 | |||||
Trading securities | 212,319 | |||||
Available-for-sale securities, at fair value | 2 | |||||
Brokerage and other receivables, net | 21,109 | |||||
Loans issued | 8,754 | |||||
Deferred tax assets | 1,046 | |||||
Fixed assets, net | 2,362 | |||||
Goodwill | 1,798 | |||||
Other assets, net | 4,494 | |||||
TOTAL ASSETS | 330,086 | |||||
LIABILITIES AND STOCKHOLDERS’ EQUITY/(DEFICIT) | ||||||
Derivative liability | 0 | |||||
Loans received | 7,143 | |||||
Debt securities issued | 10,840 | |||||
Customer liabilities | 21,855 | |||||
Current income tax liability | 0 | |||||
Trade payables | 8,998 | |||||
Deferred distribution payments | 8,534 | |||||
Securities repurchase agreement obligation | 154,775 | |||||
Other liabilities | 1,319 | |||||
TOTAL LIABILITIES | 214,986 | |||||
STOCKHOLDERS’ EQUITY/(DEFICIT) | ||||||
Preferred stock | 0 | |||||
Common stock | 58 | |||||
Additional paid in capital | 87,049 | |||||
Retained earnings/(Accumulated deficit) | 35,387 | |||||
Accumulated other comprehensive loss | (7,394) | |||||
TOTAL STOCKHOLDERS’ EQUITY/(DEFICIT) | 115,100 | $ 43,887 | [1] | $ 25,411 | ||
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | 330,086 | |||||
Revenue: | ||||||
Fee and commission income | 10,796 | |||||
Net gain on trading securities | 33,746 | |||||
Interest income | 8,184 | |||||
Net gain on derivatives | 643 | |||||
Net realized gain on investments available for sale | 0 | |||||
Net gain on sale of fixed assets | 5 | |||||
Net gain on foreign exchange operations | (457) | 4,498 | [1] | |||
TOTAL REVENUE, NET | 55,224 | |||||
Expense: | ||||||
Interest expense | 14,244 | |||||
Fee and commission expense | 2,066 | |||||
Operating expense | 18,927 | |||||
Other expense, net | 275 | |||||
TOTAL EXPENSE | 35,512 | |||||
NET INCOME/(LOSS) BEFORE INCOME TAX | 19,712 | |||||
Income tax (expense)/benefit | (479) | |||||
NET INCOME/(LOSS) BEFORE NONCONTROLLING INTERESTS | 19,233 | 6,296 | [1] | |||
Less: Net income attributable to noncontrolling interest in subsidiary | 0 | |||||
NET INCOME/(LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS | 19,233 | |||||
OTHER COMPREHENSIVE INCOME | ||||||
Change in unrealized gain on investments available-for-sale, net of tax effect | 0 | |||||
Reclassification adjustment relating to available-for-sale investments disposed of in the period, net of tax effect | 0 | |||||
Foreign currency translation adjustments, net of tax | (457) | |||||
COMPREHENSIVE INCOME/(LOSS) BEFORE NONCONTROLLING INTERESTS | 18,776 | |||||
Less: Comprehensive income attributable to noncontrolling interest in subsidiary | 0 | |||||
COMPREHENSIVE INCOME/(LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS | $ 18,776 | |||||
As Previously Reported | ||||||
ASSETS | ||||||
Cash and cash equivalents | 51 | |||||
Restricted cash | 8,534 | |||||
Trading securities | 0 | |||||
Available-for-sale securities, at fair value | 0 | |||||
Brokerage and other receivables, net | 0 | |||||
Loans issued | 0 | |||||
Deferred tax assets | 0 | |||||
Fixed assets, net | 2 | |||||
Goodwill | 0 | |||||
Other assets, net | 0 | |||||
TOTAL ASSETS | 8,587 | |||||
LIABILITIES AND STOCKHOLDERS’ EQUITY/(DEFICIT) | ||||||
Derivative liability | 0 | |||||
Loans received | 0 | |||||
Debt securities issued | 0 | |||||
Customer liabilities | 0 | |||||
Current income tax liability | 0 | |||||
Trade payables | 206 | |||||
Deferred distribution payments | 8,534 | |||||
Securities repurchase agreement obligation | 0 | |||||
Other liabilities | 0 | |||||
TOTAL LIABILITIES | 8,740 | |||||
STOCKHOLDERS’ EQUITY/(DEFICIT) | ||||||
Preferred stock | 0 | |||||
Common stock | 280 | |||||
Additional paid in capital | 776 | |||||
Retained earnings/(Accumulated deficit) | (1,209) | |||||
Accumulated other comprehensive loss | 0 | |||||
TOTAL STOCKHOLDERS’ EQUITY/(DEFICIT) | (153) | |||||
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | 8,587 | |||||
Revenue: | ||||||
Fee and commission income | 0 | |||||
Net gain on trading securities | 0 | |||||
Interest income | 4 | |||||
Net gain on derivatives | 0 | |||||
Net realized gain on investments available for sale | 0 | |||||
Net gain on sale of fixed assets | 0 | |||||
Net gain on foreign exchange operations | 0 | |||||
TOTAL REVENUE, NET | 4 | |||||
Expense: | ||||||
Interest expense | 0 | |||||
Fee and commission expense | 0 | |||||
Operating expense | 582 | |||||
Other expense, net | 0 | |||||
TOTAL EXPENSE | 582 | |||||
NET INCOME/(LOSS) BEFORE INCOME TAX | (578) | |||||
Income tax (expense)/benefit | 0 | |||||
NET INCOME/(LOSS) BEFORE NONCONTROLLING INTERESTS | (578) | |||||
Less: Net income attributable to noncontrolling interest in subsidiary | 0 | |||||
NET INCOME/(LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS | (578) | |||||
OTHER COMPREHENSIVE INCOME | ||||||
Change in unrealized gain on investments available-for-sale, net of tax effect | 0 | |||||
Reclassification adjustment relating to available-for-sale investments disposed of in the period, net of tax effect | 0 | |||||
Foreign currency translation adjustments, net of tax | 0 | |||||
COMPREHENSIVE INCOME/(LOSS) BEFORE NONCONTROLLING INTERESTS | (578) | |||||
Less: Comprehensive income attributable to noncontrolling interest in subsidiary | 0 | |||||
COMPREHENSIVE INCOME/(LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS | (578) | |||||
Revision | ||||||
ASSETS | ||||||
Cash and cash equivalents | 22,565 | |||||
Restricted cash | 4,215 | |||||
Trading securities | 81,575 | |||||
Available-for-sale securities, at fair value | 2 | |||||
Brokerage and other receivables, net | 481 | |||||
Loans issued | 65 | |||||
Deferred tax assets | 1,026 | |||||
Fixed assets, net | 1,094 | |||||
Goodwill | 981 | |||||
Other assets, net | 772 | |||||
TOTAL ASSETS | 112,776 | |||||
LIABILITIES AND STOCKHOLDERS’ EQUITY/(DEFICIT) | ||||||
Derivative liability | 495 | |||||
Loans received | 2 | |||||
Debt securities issued | 3,459 | |||||
Customer liabilities | 7,635 | |||||
Current income tax liability | 149 | |||||
Trade payables | 334 | |||||
Deferred distribution payments | 0 | |||||
Securities repurchase agreement obligation | 56,289 | |||||
Other liabilities | 373 | |||||
TOTAL LIABILITIES | 68,736 | |||||
STOCKHOLDERS’ EQUITY/(DEFICIT) | ||||||
Preferred stock | 0 | |||||
Common stock | (269) | |||||
Additional paid in capital | 33,883 | |||||
Retained earnings/(Accumulated deficit) | 17,363 | |||||
Accumulated other comprehensive loss | (6,937) | |||||
TOTAL STOCKHOLDERS’ EQUITY/(DEFICIT) | 44,040 | |||||
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | 112,776 | |||||
Revenue: | ||||||
Fee and commission income | 4,090 | |||||
Net gain on trading securities | 10,806 | |||||
Interest income | 2,002 | |||||
Net gain on derivatives | 1,905 | |||||
Net realized gain on investments available for sale | 276 | |||||
Net gain on sale of fixed assets | 29 | |||||
Net gain on foreign exchange operations | 274 | |||||
TOTAL REVENUE, NET | 19,382 | |||||
Expense: | ||||||
Interest expense | 3,807 | |||||
Fee and commission expense | 346 | |||||
Operating expense | 8,669 | |||||
Other expense, net | 210 | |||||
TOTAL EXPENSE | 13,032 | |||||
NET INCOME/(LOSS) BEFORE INCOME TAX | 6,350 | |||||
Income tax (expense)/benefit | 524 | |||||
NET INCOME/(LOSS) BEFORE NONCONTROLLING INTERESTS | 6,874 | |||||
Less: Net income attributable to noncontrolling interest in subsidiary | 9 | |||||
NET INCOME/(LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS | 6,865 | |||||
OTHER COMPREHENSIVE INCOME | ||||||
Change in unrealized gain on investments available-for-sale, net of tax effect | 7 | |||||
Reclassification adjustment relating to available-for-sale investments disposed of in the period, net of tax effect | (276) | |||||
Foreign currency translation adjustments, net of tax | 4,465 | |||||
COMPREHENSIVE INCOME/(LOSS) BEFORE NONCONTROLLING INTERESTS | 11,070 | |||||
Less: Comprehensive income attributable to noncontrolling interest in subsidiary | 9 | |||||
COMPREHENSIVE INCOME/(LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS | 11,061 | |||||
(Recast) | ||||||
ASSETS | ||||||
Cash and cash equivalents | [1] | 22,616 | ||||
Restricted cash | [1] | 12,749 | ||||
Trading securities | [1] | 81,575 | ||||
Available-for-sale securities, at fair value | [1] | 2 | ||||
Brokerage and other receivables, net | [1] | 481 | ||||
Loans issued | [1] | 65 | ||||
Deferred tax assets | [1] | 1,026 | ||||
Fixed assets, net | [1] | 1,096 | ||||
Goodwill | [1] | 981 | ||||
Other assets, net | [1] | 772 | ||||
TOTAL ASSETS | [1] | 121,363 | ||||
LIABILITIES AND STOCKHOLDERS’ EQUITY/(DEFICIT) | ||||||
Derivative liability | [1] | 495 | ||||
Loans received | [1] | 2 | ||||
Debt securities issued | [1] | 3,459 | ||||
Customer liabilities | [1] | 7,635 | ||||
Current income tax liability | [1] | 149 | ||||
Trade payables | [1] | 540 | ||||
Deferred distribution payments | [1] | 8,534 | ||||
Securities repurchase agreement obligation | [1] | 56,289 | ||||
Other liabilities | [1] | 373 | ||||
TOTAL LIABILITIES | [1] | 77,476 | ||||
STOCKHOLDERS’ EQUITY/(DEFICIT) | ||||||
Preferred stock | [1] | 0 | ||||
Common stock | [1] | 11 | ||||
Additional paid in capital | [1] | 34,659 | ||||
Retained earnings/(Accumulated deficit) | [1] | 16,154 | ||||
Accumulated other comprehensive loss | [1] | (6,937) | ||||
TOTAL STOCKHOLDERS’ EQUITY/(DEFICIT) | [1] | 43,887 | ||||
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | [1] | 121,363 | ||||
Revenue: | ||||||
Fee and commission income | [1] | 4,090 | ||||
Net gain on trading securities | [1] | 10,806 | ||||
Interest income | [1] | 2,006 | ||||
Net gain on derivatives | [1] | 1,905 | ||||
Net realized gain on investments available for sale | 276 | |||||
Net gain on sale of fixed assets | [1] | 29 | ||||
Net gain on foreign exchange operations | [1] | 274 | ||||
TOTAL REVENUE, NET | [1] | 19,386 | ||||
Expense: | ||||||
Interest expense | [1] | 3,807 | ||||
Fee and commission expense | [1] | 346 | ||||
Operating expense | [1] | 9,251 | ||||
Other expense, net | [1] | 210 | ||||
TOTAL EXPENSE | [1] | 13,614 | ||||
NET INCOME/(LOSS) BEFORE INCOME TAX | [1] | 5,772 | ||||
Income tax (expense)/benefit | [1] | 524 | ||||
NET INCOME/(LOSS) BEFORE NONCONTROLLING INTERESTS | [1] | 6,296 | ||||
Less: Net income attributable to noncontrolling interest in subsidiary | [1] | 9 | ||||
NET INCOME/(LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS | [1] | 6,287 | ||||
OTHER COMPREHENSIVE INCOME | ||||||
Change in unrealized gain on investments available-for-sale, net of tax effect | [1] | 7 | ||||
Reclassification adjustment relating to available-for-sale investments disposed of in the period, net of tax effect | [1] | (276) | ||||
Foreign currency translation adjustments, net of tax | 4,465 | |||||
COMPREHENSIVE INCOME/(LOSS) BEFORE NONCONTROLLING INTERESTS | [1] | 10,492 | ||||
Less: Comprehensive income attributable to noncontrolling interest in subsidiary | [1] | 9 | ||||
COMPREHENSIVE INCOME/(LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS | [1] | $ 10,483 | ||||
[1] | See Notes 1 and 3 for information regarding recast amounts and basis of financial statement presentation. |
4. Cash and Cash Equivalents (D
4. Cash and Cash Equivalents (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Mar. 31, 2017 | |
Total cash and cash equivalents | $ 64,531 | ||
(Recast) | |||
Total cash and cash equivalents | [1] | $ 22,616 | |
Securities purchased under reverse repurchase agreements | |||
Total cash and cash equivalents | 26,320 | 8,376 | |
Current accounts with brokers | |||
Total cash and cash equivalents | 22,749 | 259 | |
Current account with commercial banks | |||
Total cash and cash equivalents | 8,927 | 9,979 | |
Petty cash in bank vault and on hand | |||
Total cash and cash equivalents | 2,712 | 1,476 | |
Current account with Central Depository (Kazakhstan) | |||
Total cash and cash equivalents | 1,256 | 986 | |
Current account with National Settlement Depository (Russia) | |||
Total cash and cash equivalents | 1,242 | 696 | |
Current account with Central Bank (Russia) | |||
Total cash and cash equivalents | 980 | 645 | |
Accounts with stock exchange | |||
Total cash and cash equivalents | 214 | 8 | |
Current account in clearing organizations | |||
Total cash and cash equivalents | $ 131 | $ 191 | |
[1] | See Notes 1 and 3 for information regarding recast amounts and basis of financial statement presentation. |
4. Cash and Cash Equivalents 63
4. Cash and Cash Equivalents (Details 1) - USD ($) $ in Thousands | Mar. 31, 2018 | Mar. 31, 2017 |
Remaining contractual maturity: up to 30 days | $ 10,547 | |
Remaining contractual maturity: 30 - 90 days | 15,773 | |
Total contractual maturity | $ 26,320 | |
(Recast) | ||
Remaining contractual maturity: up to 30 days | $ 8,351 | |
Remaining contractual maturity: 30 - 90 days | 25 | |
Total contractual maturity | $ 8,376 | |
Corporate equity | ||
Average interest rate | 14.68% | 19.56% |
Remaining contractual maturity: up to 30 days | $ 10,026 | $ 8,346 |
Remaining contractual maturity: 30 - 90 days | 15,572 | 25 |
Total contractual maturity | $ 25,598 | $ 8,371 |
Corporate debt | ||
Average interest rate | 14.96% | 24.00% |
Remaining contractual maturity: up to 30 days | $ 521 | $ 5 |
Remaining contractual maturity: 30 - 90 days | 201 | 0 |
Total contractual maturity | $ 722 | $ 5 |
5. Restricted Cash (Details)
5. Restricted Cash (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Mar. 31, 2017 | |
Restricted cash | $ 13,671 | ||
(Recast) | |||
Restricted cash | [1] | $ 12,749 | |
Deferred distribution payments | |||
Restricted cash | 8,534 | 8,534 | |
Brokerage customers cash | |||
Restricted cash | 4,847 | 4,169 | |
Guaranty deposits | |||
Restricted cash | 175 | 0 | |
Reserve with Central Bank of Russia | |||
Restricted cash | $ 115 | $ 46 | |
[1] | See Notes 1 and 3 for information regarding recast amounts and basis of financial statement presentation. |
6. Trading and Available-For-65
6. Trading and Available-For-Sale Securities at Fair Value (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Mar. 31, 2017 | |
Trading securities | $ 212,319 | ||
Available-for-sale securities, at fair value | 2 | ||
(Recast) | |||
Trading securities | [1] | $ 81,575 | |
Available-for-sale securities, at fair value | [1] | 2 | |
Equity securities | |||
Trading securities | 177,063 | 71,697 | |
Available-for-sale securities, at fair value | 2 | 2 | |
Debt securities | |||
Trading securities | 34,986 | 9,877 | |
Mutual investment funds | |||
Trading securities | $ 270 | $ 1 | |
[1] | See Notes 1 and 3 for information regarding recast amounts and basis of financial statement presentation. |
6. Trading and Available-For-66
6. Trading and Available-For-Sale Securities at Fair Value (Details 1) - USD ($) $ in Thousands | Mar. 31, 2018 | Mar. 31, 2017 | |
Trading securities | $ 212,319 | ||
(Recast) | |||
Trading securities | [1] | $ 81,575 | |
Level 1 | |||
Trading securities | 212,319 | 81,361 | |
Level 2 | |||
Trading securities | 0 | 214 | |
Level 3 | |||
Trading securities | 0 | 0 | |
Equity securities | |||
Trading securities | 177,063 | 71,697 | |
Equity securities | Level 1 | |||
Trading securities | 177,063 | 71,697 | |
Equity securities | Level 2 | |||
Trading securities | 0 | 0 | |
Equity securities | Level 3 | |||
Trading securities | 0 | 0 | |
Debt securities | |||
Trading securities | 34,986 | 9,877 | |
Debt securities | Level 1 | |||
Trading securities | 34,986 | 9,663 | |
Debt securities | Level 2 | |||
Trading securities | 0 | 214 | |
Debt securities | Level 3 | |||
Trading securities | 0 | 0 | |
Mutual investment funds | |||
Trading securities | 270 | 1 | |
Mutual investment funds | Level 1 | |||
Trading securities | 270 | 1 | |
Mutual investment funds | Level 2 | |||
Trading securities | 0 | 0 | |
Mutual investment funds | Level 3 | |||
Trading securities | $ 0 | $ 0 | |
[1] | See Notes 1 and 3 for information regarding recast amounts and basis of financial statement presentation. |
6. Trading and Available-For-67
6. Trading and Available-For-Sale Securities at Fair Value (Details 2) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | ||
Assets measured at amortized cost | $ 1 | ||
Unrealized gain accumulated in other comprehensive income | 1 | ||
Assets measured at fair value | 2 | ||
(Recast) | |||
Assets measured at amortized cost | $ 1 | ||
Unrealized gain accumulated in other comprehensive income | 1 | ||
Assets measured at fair value | [1] | 2 | |
Equity securities | |||
Assets measured at amortized cost | 1 | 1 | |
Unrealized gain accumulated in other comprehensive income | 1 | 1 | |
Assets measured at fair value | $ 2 | $ 2 | |
[1] | See Notes 1 and 3 for information regarding recast amounts and basis of financial statement presentation. |
7. Brokerage and Other Receiv68
7. Brokerage and Other Receivables, Net (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Mar. 31, 2017 | |
Brokerage and other receivables, net | $ 21,109 | ||
(Recast) | |||
Brokerage and other receivables, net | [1] | $ 481 | |
Margin lending receivables | |||
Brokerage and other receivables, net | 14,753 | 0 | |
Receivable from purchase or sale of securities | |||
Brokerage and other receivables, net | 4,905 | 0 | |
Bank commissions receivable | |||
Brokerage and other receivables, net | 1,016 | 260 | |
Receivables from brokerage clients | |||
Brokerage and other receivables, net | 659 | 208 | |
Bonds coupon receivable | |||
Brokerage and other receivables, net | 119 | 0 | |
Receivable for underwriting market-making services | |||
Brokerage and other receivables, net | 72 | 68 | |
Other receivables | |||
Brokerage and other receivables, net | 8 | 10 | |
Allowance for receivables | |||
Brokerage and other receivables, net | $ (423) | $ (65) | |
[1] | See Notes 1 and 3 for information regarding recast amounts and basis of financial statement presentation. |
8. Loans Issued (Details Narrat
8. Loans Issued (Details Narrative) - USD ($) $ in Thousands | Mar. 31, 2018 | Mar. 31, 2017 | |
Loans issued | $ 8,754 | ||
(Recast) | |||
Loans issued | [1] | $ 65 | |
[1] | See Notes 1 and 3 for information regarding recast amounts and basis of financial statement presentation. |
9. Deferred Tax Assets (Details
9. Deferred Tax Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Mar. 31, 2017 |
Deferred tax asset: | ||
Tax losses carryforward | $ 2,937 | |
Accrued liabilities | 49 | |
Revaluation on trading securities | 88 | |
Stock compensation expenses | 405 | |
Valuation allowance | (2,433) | |
Deferred tax assets | 1,046 | |
Deferred tax liabilities: | ||
Revaluation on trading securities | 387 | |
Deferred tax liabilities | 387 | |
Net deferred tax assets | $ 659 | |
(Recast) | ||
Deferred tax asset: | ||
Tax losses carryforward | $ 2,398 | |
Accrued liabilities | 20 | |
Revaluation on trading securities | 76 | |
Stock compensation expenses | 0 | |
Valuation allowance | (1,468) | |
Deferred tax assets | 1,026 | |
Deferred tax liabilities: | ||
Revaluation on trading securities | 0 | |
Deferred tax liabilities | 0 | |
Net deferred tax assets | $ 1,026 |
9. Deferred Tax Assets (Detai71
9. Deferred Tax Assets (Details 1) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | ||
Profit before tax at 34% | $ 6,702 | ||
Nontaxable gains | (7,129) | ||
Provision for impairment losses | 81 | ||
Impact of Tax Reform | 190 | ||
Foreign tax rate differential | 30 | ||
Other differences | 127 | ||
Valuation allowance | 478 | ||
Income tax provision/(benefit) | $ 479 | ||
(Recast) | |||
Profit before tax at 34% | $ 2,321 | ||
Nontaxable gains | (6,114) | ||
Provision for impairment losses | 0 | ||
Impact of Tax Reform | 0 | ||
Foreign tax rate differential | 288 | ||
Other differences | 2,189 | ||
Valuation allowance | 792 | ||
Income tax provision/(benefit) | [1] | $ (524) | |
[1] | See Notes 1 and 3 for information regarding recast amounts and basis of financial statement presentation. |
9. Deferred Tax Assets (Detai72
9. Deferred Tax Assets (Details 2) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | ||
Current income tax charge | $ 131 | ||
Deferred income tax charge/(benefit) | 348 | ||
Income tax provision/(benefit) | $ 479 | ||
(Recast) | |||
Current income tax charge | $ 543 | ||
Deferred income tax charge/(benefit) | (1,067) | ||
Income tax provision/(benefit) | [1] | $ (524) | |
[1] | See Notes 1 and 3 for information regarding recast amounts and basis of financial statement presentation. |
10. Fixed Assets, Net (Details)
10. Fixed Assets, Net (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Mar. 31, 2017 | |
Less: Accumulated depreciation and amortization | $ (825) | ||
Fixed assets, net | 2,362 | ||
(Recast) | |||
Less: Accumulated depreciation and amortization | $ (606) | ||
Fixed assets, net | [1] | 1,096 | |
Processing and storage data centers | |||
Fixed assets, gross | 617 | 0 | |
Office equipment | |||
Fixed assets, gross | 664 | 141 | |
Intangible assets | |||
Fixed assets, gross | 586 | 125 | |
Vehicles | |||
Fixed assets, gross | 419 | 366 | |
Buildings | |||
Fixed assets, gross | 392 | 694 | |
Furniture | |||
Fixed assets, gross | 375 | 201 | |
Capital expenditures on lease improvement | |||
Fixed assets, gross | 17 | 44 | |
Other | |||
Fixed assets, gross | $ 117 | $ 131 | |
[1] | See Notes 1 and 3 for information regarding recast amounts and basis of financial statement presentation. |
10. Fixed Assets, Net (Details
10. Fixed Assets, Net (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Depreciation and amortization expense | $ 233 | |
(Recast) | ||
Depreciation and amortization expense | $ 199 |
11. Other Assets, Net (Details)
11. Other Assets, Net (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Mar. 31, 2017 | |
Other assets, gross | $ 4,552 | ||
Allowance for other assets | (58) | ||
Other assets, net | 4,494 | ||
(Recast) | |||
Other assets, gross | $ 778 | ||
Allowance for other assets | (6) | ||
Other assets, net | [1] | 772 | |
Prepaid expenses | |||
Other assets, gross | 1,598 | 338 | |
Advances paid for leasehold improvements | |||
Other assets, gross | 1,057 | 0 | |
Rent guarantee deposit | |||
Other assets, gross | 965 | 0 | |
Current income tax asset | |||
Other assets, gross | 365 | 0 | |
Taxes other than income taxes | |||
Other assets, gross | 98 | 33 | |
Guaranty deposit | |||
Other assets, gross | 75 | 46 | |
Prepaid Insurance | |||
Other assets, gross | 26 | 0 | |
Due from banks | |||
Other assets, gross | 3 | 1 | |
Other | |||
Other assets, gross | $ 365 | $ 360 | |
[1] | See Notes 1 and 3 for information regarding recast amounts and basis of financial statement presentation. |
13. Derivative Liability (Detai
13. Derivative Liability (Details Narrative) - USD ($) $ in Thousands | Mar. 31, 2018 | Mar. 31, 2017 | |
Derivative liability | $ 0 | ||
(Recast) | |||
Derivative liability | [1] | $ 495 | |
[1] | See Notes 1 and 3 for information regarding recast amounts and basis of financial statement presentation. |
14. Loans Received (Details)
14. Loans Received (Details) $ in Thousands | 12 Months Ended |
Mar. 31, 2018USD ($) | |
Loans received | $ 7,143 |
JSC Freedom Finance | |
Lender | JSC AsiaCreditBank |
Loans received | $ 7,044 |
Interest rate | 7.00% |
Term | 1 year |
Maturity date | Feb. 5, 2019 |
FFINEU Investments Limited | |
Lender | D-FINANCE Inc. |
Loans received | $ 99 |
Interest rate | 1.00% |
Term | 1 year |
Maturity date | Dec. 11, 2018 |
15. Debt Securities Issued (Det
15. Debt Securities Issued (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Mar. 31, 2017 | |
Debt securities issued in USD | $ 9,639 | ||
Debt securities issued in KZT | 1,010 | ||
Accrued interest | 191 | ||
Total | $ 10,840 | ||
(Recast) | |||
Debt securities issued in USD | $ 0 | ||
Debt securities issued in KZT | 3,385 | ||
Accrued interest | 74 | ||
Total | [1] | $ 3,459 | |
[1] | See Notes 1 and 3 for information regarding recast amounts and basis of financial statement presentation. |
16. Customer Liabilities (Detai
16. Customer Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Mar. 31, 2017 | |
Customer liabilities | $ 21,855 | ||
(Recast) | |||
Customer liabilities | [1] | $ 7,635 | |
Brokerage customers | |||
Customer liabilities | 12,549 | 4,167 | |
Banking customers | |||
Customer liabilities | $ 9,306 | $ 3,468 | |
[1] | See Notes 1 and 3 for information regarding recast amounts and basis of financial statement presentation. |
17. Trade Payables (Details)
17. Trade Payables (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Mar. 31, 2017 | |
Trade payables | $ 8,998 | ||
(Recast) | |||
Trade payables | [1] | $ 540 | |
Margin lending payable | |||
Trade payables | 6,604 | 0 | |
Trade payable for securities purchased | |||
Trade payables | 1,065 | 0 | |
Guaranty fee received | |||
Trade payables | 709 | 0 | |
Payable for acquisition of servers | |||
Trade payables | 395 | 0 | |
Payables to suppliers of goods and services | |||
Trade payables | 151 | 272 | |
Related party payable | |||
Trade payables | 0 | 261 | |
Other | |||
Trade payables | $ 74 | $ 7 | |
[1] | See Notes 1 and 3 for information regarding recast amounts and basis of financial statement presentation. |
18. Securities Repurchase Agr81
18. Securities Repurchase Agreement Obligation (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Mar. 31, 2017 |
Remaining contractual maturity: overnight and continuous | $ 136,643 | |
Remaining contractual maturity: up to 30 days | 10,983 | |
Remaining contractual maturity: 30 - 90 days | 7,149 | |
Total contractual maturity | $ 154,775 | |
(Recast) | ||
Remaining contractual maturity: overnight and continuous | $ 14,484 | |
Remaining contractual maturity: up to 30 days | 40,849 | |
Remaining contractual maturity: 30 - 90 days | 956 | |
Total contractual maturity | $ 56,289 | |
Corporate equity | ||
Average interest rate | 12.04% | 13.08% |
Remaining contractual maturity: overnight and continuous | $ 109,821 | $ 0 |
Remaining contractual maturity: up to 30 days | 8,960 | 29,926 |
Remaining contractual maturity: 30 - 90 days | 7,149 | 956 |
Total contractual maturity | $ 125,930 | $ 30,882 |
Corporate debt | ||
Average interest rate | 10.64% | 11.83% |
Remaining contractual maturity: overnight and continuous | $ 24,257 | $ 14,484 |
Remaining contractual maturity: up to 30 days | 2,023 | 10,923 |
Remaining contractual maturity: 30 - 90 days | 0 | 0 |
Total contractual maturity | $ 26,280 | $ 25,407 |
Non-US sovereign debt | ||
Average interest rate | 8.54% | |
Remaining contractual maturity: overnight and continuous | $ 2,565 | |
Remaining contractual maturity: up to 30 days | 0 | |
Remaining contractual maturity: 30 - 90 days | 0 | |
Total contractual maturity | $ 2,565 |
19. Other Liabilities (Details)
19. Other Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Mar. 31, 2017 | |
Other liabilities | $ 1,319 | ||
(Recast) | |||
Other liabilities | [1] | $ 373 | |
Unused vacation reserve | |||
Other liabilities | 537 | 219 | |
Advance received for sale of fixed asset | |||
Other liabilities | 288 | 0 | |
Salaries and other employee benefits | |||
Other liabilities | 247 | 0 | |
Taxes payable other than income tax | |||
Other liabilities | 127 | 144 | |
Other | |||
Other liabilities | $ 120 | $ 13 | |
[1] | See Notes 1 and 3 for information regarding recast amounts and basis of financial statement presentation. |
20. Fee and Commission Income83
20. Fee and Commission Income/(Expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | ||
Fee and commission income | $ 10,796 | ||
Fee and commission expense | 2,066 | ||
(Recast) | |||
Fee and commission income | [1] | $ 4,090 | |
Fee and commission expense | [1] | 346 | |
Brokerage services | |||
Fee and commission income | 5,181 | 878 | |
Fee and commission expense | 239 | 35 | |
Bank services | |||
Fee and commission income | 3,419 | 1,100 | |
Fee and commission expense | 1,483 | 203 | |
Underwriting services | |||
Fee and commission income | 1,911 | 428 | |
Agency fees | |||
Fee and commission income | 0 | 1,561 | |
Other commission income | |||
Fee and commission income | 285 | 123 | |
Exchange services | |||
Fee and commission expense | 189 | 78 | |
Central Depository services | |||
Fee and commission expense | $ 155 | $ 30 | |
[1] | See Notes 1 and 3 for information regarding recast amounts and basis of financial statement presentation. |
21. Net Gain on Trading Secur84
21. Net Gain on Trading Securities (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | ||
Net gain recognized during the period on trading securities sold during the period | $ 17,314 | ||
Net unrealized gain recognized during the reporting period on trading securities still held at the reporting date | 16,432 | ||
Net gain recognized during the period on trading securities | $ 33,746 | ||
(Recast) | |||
Net gain recognized during the period on trading securities sold during the period | $ 5,322 | ||
Net unrealized gain recognized during the reporting period on trading securities still held at the reporting date | 5,484 | ||
Net gain recognized during the period on trading securities | [1] | $ 10,806 | |
[1] | See Notes 1 and 3 for information regarding recast amounts and basis of financial statement presentation. |
22. Net Interest Income_(Expe85
22. Net Interest Income/(Expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | ||
Interest income | $ 8,184 | ||
Interest expense | 14,244 | ||
Net interest expense | (6,060) | ||
(Recast) | |||
Interest income | [1] | $ 2,006 | |
Interest expense | [1] | 3,807 | |
Net interest expense | (1,801) | ||
Amortized cost | |||
Interest income | 3,144 | 660 | |
Interest expense | 14,244 | 3,807 | |
Amortized cost | Reverse repurchase agreements and amounts due from banks | |||
Interest income | 3,089 | 655 | |
Amortized cost | Loans to customers | |||
Interest income | 55 | 5 | |
Amortized cost | Securities repurchase agreements | |||
Interest expense | 13,268 | 3,518 | |
Amortized cost | Debt securities issued | |||
Interest expense | 707 | 202 | |
Amortized cost | Customer accounts and deposits | |||
Interest expense | 244 | 33 | |
Amortized cost | Loans received | |||
Interest expense | 25 | 54 | |
Fair value through profit or loss | |||
Interest income | 5,040 | 1,346 | |
Fair value through profit or loss | Trading securities | |||
Interest income | $ 5,040 | $ 1,346 | |
[1] | See Notes 1 and 3 for information regarding recast amounts and basis of financial statement presentation. |
23. Net Gain on Foreign Excha86
23. Net Gain on Foreign Exchange Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Translation difference | $ 1,208 | |
Sales and purchases of foreign currency, dealing | 642 | |
Total net gain on foreign exchange operations | $ 1,850 | |
(Recast) | ||
Translation difference | $ (812) | |
Sales and purchases of foreign currency, dealing | 1,086 | |
Total net gain on foreign exchange operations | $ 274 |
26. Stock Based Compensation (D
26. Stock Based Compensation (Details) | 12 Months Ended |
Mar. 31, 2018 | |
Share-based Compensation [Abstract] | |
Term (years) | 3 years |
Volatility | 165.33% |
Risk-free rate | 1.66% |
26. Stock Based Compensation 88
26. Stock Based Compensation (Details 1) $ / shares in Units, $ in Thousands | 12 Months Ended |
Mar. 31, 2018USD ($)$ / sharesshares | |
Share-based Compensation [Abstract] | |
Number of options outstanding, beginning | shares | 0 |
Number of options granted | shares | 360,000 |
Number of options exercised | shares | 0 |
Number of options forfeited/cancelled/expired | shares | 0 |
Number of options outstanding, ending | shares | 360,000 |
Number of options exercisable | shares | 0 |
Weighted average exercise price outstanding, beginning | $ .00 |
Weighted average exercise price granted | 1.98 |
Weighted average exercise price exercised | .00 |
Weighted average exercise price forfeited/cancelled/expired | .00 |
Weighted average exercise price outstanding, ending | 1.98 |
Weighted average exercise price exercisable | $ .00 |
Weighted average remaining contractual term outstanding, beginning | 0 years |
Weighted average remaining contractual term granted | 2 years 9 months 4 days |
Weighted average remaining contractual term exercised | 0 years |
Weighted average remaining contractual term forfeited/cancelled/expired | 0 years |
Weighted average remaining contractual term outstanding, ending | 2 years 9 months 4 days |
Weighted average remaining contractual term exercisable | 0 years |
Aggregate intrinsic value outstanding, beginning | $ | $ 0 |
Aggregate intrinsic value granted | $ 1,753 |
Aggregate intrinsic value exercised | $ | $ 0 |
Aggregate intrinsic value forfeited/cancelled/expired | $ 0 |
Aggregate intrinsic value outstanding, ending | $ | $ 1,753 |
Aggregate intrinsic value exercisable | $ | $ 0 |
26. Stock Based Compensation 89
26. Stock Based Compensation (Details 2) | 12 Months Ended |
Mar. 31, 2018$ / sharesshares | |
Share-based Compensation [Abstract] | |
Restricted stock outstanding, beginning | shares | 0 |
Restricted stock granted | shares | 3,900,000 |
Restricted stock vested | shares | 0 |
Restricted stock forfeited/cancelled/expired | shares | 0 |
Number of restricted stock units outstanding, ending | shares | 3,900,000 |
Weighted average exercise price outstanding, beginning | $ / shares | $ 0 |
Weighted average exercise price granted | $ / shares | 8,190 |
Weighted average exercise price vested | $ / shares | 0 |
Weighted average exercise price forfeited/cancelled/expired | $ / shares | 0 |
Weighted average exercise price outstanding, ending | $ / shares | $ 8,190 |
27. Acquisitions (Details)
27. Acquisitions (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Nov. 01, 2017 |
Liabilities: | ||
Goodwill | $ 1,798 | |
Freedom UA | ||
Assets: | ||
Cash and cash equivalents | $ 432 | |
Trading securities | 6 | |
Fixed assets | 88 | |
Customer list | 176 | |
Brokerage and other receivables | 947 | |
Other assets | 3 | |
Total assets | 1,652 | |
Liabilities: | ||
Customer liabilities | 997 | |
Trade payables | 1 | |
Other liabilities | 1 | |
Total liabilities | 999 | |
Net assets acquired | 653 | |
Goodwill | 832 | |
Total purchase price | $ 1,485 |
28. Reverse Stock Split (Detail
28. Reverse Stock Split (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | ||
Basic and diluted net income per common share: | |||
Net income before noncontrolling interests | $ 19,233 | ||
Net income per common share - basic | $ 0.58 | ||
Net income per common share - diluted | $ 0.58 | ||
Shares used in the calculation of net income per common share: | |||
Basic | 33,249,013 | ||
Diluted | 33,393,877 | ||
(Recast) | |||
Basic and diluted net income per common share: | |||
Net income before noncontrolling interests | $ 6,296 | ||
Net income per common share - basic | [1] | $ 0.56 | |
Net income per common share - diluted | [1] | $ 0.56 | |
Shares used in the calculation of net income per common share: | |||
Basic | [1] | 11,213,926 | |
Diluted | [1] | 11,213,926 | |
[1] | See Notes 1 and 3 for information regarding recast amounts and basis of financial statement presentation. |
29. Commitments and Contingen92
29. Commitments and Contingent Liabilities (Details) $ in Thousands | Mar. 31, 2018USD ($) | |
Less than 1 year | $ 4,275 | |
2-3 years | 1,790 | |
After 3 years | 776 | |
Total | 6,841 | |
Office Lease | ||
Less than 1 year | 4,275 | [1] |
2-3 years | 1,790 | [1] |
After 3 years | 776 | [1] |
Total | $ 6,841 | [1] |
[1] | The Company has number of lease agreements for office spaces in different locations. In general, all agreements are made for a one-year period with extension or termination provisions, except two lease agreements with longer lease terms. |
29. Commitments and Contingen93
29. Commitments and Contingent Liabilities (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Rent expense | $ 2,618 | $ 1,263 |